20080619Application.pdf

McDevitt & Miler LLiR
Lawyers
::¡
[phone]
[phone] (Fax)
2008 JUll19 Pi'l 1=46
420 West Bannock Street
P.O. Box 2564-83701 i))
Boise, Idaho 8370ilT!Urid:,;
Chas. F. McDevitt
Dean J. (Joe) Miler
June 19, 2008
Via Hand Delivery
Jean Jewell, Secretay
Idaho Public Utiities Commission
472 W. Washington St.
Boise, Idaho 83720
Re: Case No. UWI-W-û8-û2
Dear Ms. Jewell:
Enclosed for filing in the above matter please find the original and seven copies of the Application and
Request for Modified Procedure of United Water Idaho Inc.
Also enclosed are nine copies of the testimony of Gregory P. Wyatt. A computer disc containing that
testimony is also enclosed.
Kindly return a file stamped copy to me.
Very Truly Yours,
CrwEr~
Dean J. Miler
DJM/hh
Enclosures
C: United Water
ORIGINALorl;. ',-.)".-...,
Dean J. Miler (ISB No. 1968)
McDEVITT & MILLER LLP
420 West Banock Street
P.O. BOX 2564-83701
Boise, Idaho 83702
Tel: [phone]
Fax: [phone]
joeWlmcdevitt-mier .com
zana JUN i 9 l'l ,: 48
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION
OF UNITED WATER IDAHO INC., FOR AN
AMENDMENT TO ITS CERTIFICATE OF
PUBLIC CONVENIENCE AN NECESSIT
NO. 143 AN FOR AN ACCOUNING
ORDER.
Case No. UW-W-08-02
APPLICATION AND REQUEST
FOR MODIFIED PROCEDURE
COMES NOW United Water Idaho Inc., ("United Water, or "Applicant")
pursuant to RP 112 and 201 in support of this Application respectfully shows as follows,
to wit:
i.
Applicant is a public utility water corporation within the meanng of the Idaho
Public Utilty Law, is duly organized and existing under the laws of the State ofIdaho
and engaged in conducting a general water business in and about Boise City, Ada
County, Idaho and in Canyon County, having its principal offce and place of business at
8248 West Victory Road, P.O. Box 190420, Boise, Idaho 83719-0420.
APPLICATION and REQUEST FOR MODIFIED PROCEDURE - i
II.
Communcations in reference to ths Application should be addressed to:
Gregory P. Wyatt
UNITED WATER IDAHO INC.
P.O. Box 190420
Boise, Idaho 83719-0420
208-362-7327
208-362-7069 (fax)
Dean J. Miler, Esq.
MCDEVITT & MILLER LLP
P.O. Box 2564
Boise, Idaho 83701
208-343-7500
208-336-6912 (fax)
III.
A cerified copy of Applicant's Aricles ofIncorporation, together with all
amendments to date, is on fie with the Commission.
IV.
For over 100 years, Applicant, together with its predecessors in interest, has
owned and operated and now owns and operates an extensive and integrated water
system in Boise City, Idaho, and in cern terrtory within Ada County in the vicinity of,
but outside the present corporate limits of said Boise City, and renders general water
serce withn such terrtory and to the inhabitants thereof. Applicant also provides
serice to isolated subdivisions in Canyon County, Idaho.
V.
In Case No. UWI-W-99-L, Order No. 27976, the Commission approved the
expansion of United Water's Cerificate of Public Convenence and Necessity to provide
serce to the Coventr Place Subdivision; in Case No. UWI-W-OO-03, Order No. 28418,
the Commission approved expansion of United Water's Cerificate of Public
Convenience and Necessity to provide servce to the M&M Mountan View Acres
Subdivision; in Case No. UWI-W-01-03, Order No. 28885, the Commission approved
expansion of United Water's Cerificate of Public Convenience and Necessity to provide
APPLICATION and REQUEST FOR MODIFIED PROCEDURE - 2
serice to the Belmont Heights Subdivision. Subsequently the Commssion approved the
addition of two additional subdivisions, Lexington Meadows and Brittana Heights to the
Belmont system. See Order Nos. 29941 (2005) and 30352 (2007) The Commssion also
approved the addition of the Nampa Charer School to the Coventr system. See Order
No. 29141 (2002) (collectively refered to herein as the "Subdivisions").
The City of Nampa ("Nampa") is a muncipal corporation organzed and existing
under the laws ofthe State ofIdaho. The Subdivisions are located near, but outside of
Nampa's muncipal boundares. The location of the subdivisions is as depicted on the
map attached hereto as Exhibit A.
VI.
United Water has agreed to sell and Nampa has agreed to purchase the Domestic
Water Systems providing serce to thê Subdivisions. Attched hereto as Exhbit B, is a
tre and correct copy ofthe AGREEMENT FOR PURCHASE AND SALE BETWEEN
UNITED WATER IDAHO INC., AND THE CITY OF NAMPA ("Agreement") whereby
United Water has agreed to sell and Nampa has agreed to purchase the Domestic Water
Systems.
VII.
Pursuat to the Agreement, the purchase price is $245,000 to be paid in cash at
closing.
VIII.
As recited in the Agreement, Nampa has agreed to assume United Water's
outstanding obligations under certain MULTIPLE FAMILY HOUSING NON-
CONTIGUOUS WATER SYSTEM AGREEMENTS and RESIDENTIAL, MULTIPLE
APPLICATION and REQUEST FOR MODIFIED PROCEDURE - 3
FAMILY COMMERCIAL INDUSTRIAL OR MUICIPAL DEVELOPMENT WATER
MAIN EXTENSIONS AGREEMENTS with other thrd pares and to hold United Water
harless from furter obligations there under.
IX.
Acquisition of the Domestic Water System by Nampa is consistent with the
Public Convenence and Necessity because customers wil obtain water servce from a
dependable muncipal water supplier (Nampa). In addition, as discussed in the Direct
Testimony of Gregory P. Wyatt, interconnection ofthe Belmont water system with
Nampa's water system wil solve an existing water quality issue.
X.
Exhbit C, attached hereto, sets fort United Water's proposed joural entres to
account for the sale proceeds. United Water requests that the Commission approve the
proposed accounting entres.
XI.
Contemporaneously with the filing of ths Application, United Water is providing
notice to the Subdivisions customers of the intended sale. A tre copy ofthe customer
notification is attched hereto as Exñìt5itD.
Reque for Modifed Procedure
United Water does not believe a hearng is required to consider the issues
presented herein and pursuat to IPUCRP 201 et. Seq. requests that ths matter be
processed by Modified Proceure. If the Commission deterines that a hearng is
APPLICATION and REQUEST FOR MODIFIED PROCEDURE - 4
required, United Water is prepared for immediate hearng, based on the Direct Testimony
of Gregory P. Wyatt, filed herewith.
WHEREFORE United Water respectfully requests that the Commssion enter its
orders:
1. Determining that this matter be processed pursuant to Modified Procedure;
2. Approving the modification of United Water's Cerificate of Public
Convenience and Necessity by eliminating the Subdivisions there from;
3. Confirming that after the date of closing of the purchase and sale
transaction, United Water wil have no fuer obligation to provide domestic water
serice to the Subdivisions;
4. Confirming that following the assumption by Nampa of the Non-
Contiguous Agreement and the Main Line Extension Agreements, United Water wil
have no fuer obligations there under;
5. Approving the accounting proposal set fort above; and
6. Granting such other fuer relief as is appropriate in the circumstance.
DATED ths 'i C" day of.1Æ , 2008.
i
UNITED WATER IDAHO INC.
BY:Ùl~
Dean J. Miler
Attorney for Applicant
APPLICATION and REQUEST FOR MODIFIED PROCEDURE - 5
W
O
V
E
R
L
A
N
D
R
D
Ex
h
i
b
i
t
.

A
UW
I
D
S
Y
S
T
E
M
Ca
n
y
o
n

C
o
.

N
o
n
-
C
o
n
t
i
g
u
o
u
s
Sy
s
t
e
m
s
CIt !;oiio
Be
l
m
o
n
t

H
e
i
g
h
t
s
#1
,

#
2
,

#
3
lD U)
W
A
M
I
T
Y

R
D
o
AL
M
A
LE
W
I
S
...
Ma
i
n

V
a
l
v
e
Bl
o
w
o
f
f

V
a
l
v
e
Hy
d
r
a
n
t
s
.
W
e
l
l
s
-
S
e
r
v
i
c
e
s
Ma
i
n
s
2
In
c
h
-6
l
n
c
h
-8
l
n
c
h
-1
2
l
n
c
h
No

Sc
a
l
e
N+
Re
v
i
s
e
d

D
a
t
e

0
5
-
1
2
-
2
0
0
8
AGREEMENT FOR PURCHASE AND SALE
BETWEEN
UNITED WATER IDAHO INC.
AND
THE CITY OF NAMPA
r.... 'AG i 01.
TABLE OF CONTENTS
RECIT ALS ........................................................................................................................ 1
AGREEMENT ..................................................................................................................2
1. AGREEMENT FOR SALE AND PURCHASE.................................................2
2. PURCHASE PRICE AND PAYMENT TERMS ..............................................2
3. AS IS....................................................................................................................... 3
4. TITLE MA TTERS................................................................................................ 3
5. REPRESENTATIONS, WARRNTIES AND COVENANTS OF SELLER 3
6. REPRESENTATIONS, WARRNTIES AND COVENANTS OF BUYER.. 5
7. CONDITIONS PRECEDENT TO CLOSING...................................................6
8. NON-CONTIGUOUS WATER SYTEM AGREEMENTS .............................. 7
9. CLOSING RELATED MATTERS; POST-CLOSING ................................... 8
10. CLOSING DOCUMENTS .................................................................................. .8
11. PRORATIONS AND ADJUSTMENTS ...........................................................9
12. DEFAULT AND REMEDIES .......................................................................... 10
13. BROKERAGE..................................................................................................... 11
14. INTERVENING DAMAGE OR LOSS .......................................................... 11
15. NOTIC.ES............................................................................................................ 11
16. MISCELLANEOUS .......................................................................................... 12
TABLE OF CONTENTS-l
ExHlJI. PAG i OF ti
AGREEMENT FOR PURCHASE AND SALE
THIS AGREEMENT FOR PURCHASE AND SALE is made by and among
UNITED WATER IDAHO INC., an Idaho corporation (hereinafter referred to as
"United Water" or as "Seller") and THE CITY OF NAMPA, an Idaho municipal
corporation, (hereinafter referred to as "Nampa" or as "Buyer").
RECITALS
A. United Water owns and operates three domestic water systems located in
Canyon County, Idaho, identified as Belmont Heights, Coventry, and M&M.
B. United Water desires to sell to Nampa, and Nampa desires to acquire the
thee domestic water system assets and related tangible and intagible propert described
in Section 1 (the "Domestic Water Systems") under the terms and conditions set fort
herein. The location of the three Domestic Water Systems is depicted on Exhibit A.
C. The Belmont Heights system curently operates under an Idaho
Deparment of Environmenta Quality Consent Order, due to exceeding the maximum
contaminant level for uranium. Nampa understands and agrees that the Consent Order
will transfer to and become the responsibilty of Nampa upon the sale of the Belmont
Heights system contemplated in this Agreement.
D. Contingent upon requisite approval by the Idaho Public Utilities
Commission ("Commssion") and closing of the sale contemplated by this Agreement it
is contemplated that Nampa will fuish uninterrupted, quality domestic water service to
the aforementioned areas now served by United Water.
E. United Water has previously entered into two RESIDENTIAL OR
MULTIPLE FAMILY HOUSING NON-CONTIGUOUS WATER SYSTEM
AGREEMENTs; one with Coventr Development, Inc. dated December 7, 1998
("Coventr Agreement"), and one with Thueson Constrction and Development dated
August 1,2001 ("Belmont 1 & 2 Agreement") (collectively, the "Non-Contiguous
Agreements"). United Water desires to assign and Nampa desires to assume United
Water's obligations under both Non-Contiguous Agreements. United Water has also
previously entered into five RESIDENTIAL, MULTIPLE F AMIL Y HOUSING,
COMMERCIAL INDUSTRIAL OR MUNICIPAL DEVELOPMENT WATER MAIN
EXTENSION AGREEMENTs; one with Nampa Charer School dated June 28, 2002
("School Agreement"); one with Triple Crown Development, LLC dated October 4, 2003
("Belmont 3 Agreement"); one with Lexington Meadows LLC dated March 14,2006
("Lexington Meadows Agreement"); one with Patriot Capital, LLC dated September 6,
2007 ("Brittia Agreement"); and one with Victory Charter School dated November 19,
2007 ("Victory Agreement"). United Water desires to assign and Nampa desires to
assume United Water's obligations under the School Agreement, the Belmont 3
Agreement, the Lexington Meadows Agreement, the Brittania Agreement, and the
Victory Agreement. The Coventr Agreement, the Belmont 1 & 2 Agreement, the
AGREEMENT FOR PURCHASE AND SALE-l
EXH. PAG 3 ai ti
School Agreement, the Belmont 3 Agreement, the Lexington Meadows Agreement, the
Brittania Agreement, and the Victory Agreement are all attached hereto as Exhibit B
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals and of the terms,
conditions and mutual covenants herein set fort, the paries hereto mutually covenant
and agree as follows:
1. AGREEMENT FOR SALE AND PURCHASE
United Water agrees to sell, assign, transfer and convey, by waranty deed, bil of
sale, assignments, and other instruments of transfer reasonably satisfactory to the paries,
and Nampa agrees to purchase, all for a purchase price and subject to and upon each of
the terms and conditions hereinafter set fort, the following:
(a) Tangible Personal Propert. All tangible personal property and only that
tangible personal property used and useful in connection with the operation and
maintenance by United Water of the Domestic Water Systems and the fuishing of water
services including, without limitations, buildings, wells, motors, pumps, appurenances,
equipment, valves, pipes, water lines, service lines, fire hydrants, meters, meter boxes
and lids, valves, machinery, inventory, sureys, maps, records and supplies ( all
hereinafter collectively referred to as the "Tangible Propert"). The Tangible Property is
limited to the items specifically listed on attached EXHIBIT C. The Domestic Water
Systems pipelines are depicted on the ilustrative map attched hereto as EXHIBIT A.
(b) Intangible Propert. All intagible propert and only that intangible
property used and useful in connection with the operation and maintenance by United
Water of the Domestic Water Systems and the furishing of water services including,
without limitation, all leases, ground water rights, land rights, permits, easements, rights-
of-way, customer lists and records, well logs, maintenance records, taffs and rules and
regulations governing the rendering of service and extension of service to futue
development, franchises, permits, certificates (all hereinafter collectively referred to as
"Intangible Property").
(c) Real Propert. All Real Property and only that Real Propert used and
useful in connection with the operation and maintenance by United Water of the
Domestic Water Systems, which are more fully described in EXHIBIT D and referred to
as the "Well Lots."
2. PURCHASE PRICE AND PAYMENT TERMS
The purchase price shall be TWO HUDRED FORTY FIVE THOUSAND
DOLLARS ($245,000.00) payable in full, by cash, certified check or ban wire transfer
on the Closing Date.
AGREEMENT FOR PURCHASE AND SALE-2
1:... PMi4 01 t2
3. AS is
Except for the representations and waranties of United Water set fort in this
Agreement, it is understood and agreed that Nampa wil have completed by the Closing
Date Nampa's inspection of the Domestic Water Systems and that Nampa is purchasing
the Domestic Water Systems "as is" and "where is" as of the Closing Date, and with all
faults and defects, latent or otherwse, and that United Water makes no representations
or warranties, either express or implied, by operation of law or otherwise, with
respect to: the quality, physical condition or value of the Domestic Water Systems;
or the Domestic Water Systems' suitabilty or fitness for a particular purpose.
4. TITLE MATTERS
(a) United Water shall deliver or cause to be delivered to Nampa not more
than twenty (20) days after the date of execution hereof, complete and curent request
searches for all Uniform Commercial Code ("UCC") Finacing Statements fied with the
Secretar of State of Idaho and with the Recorder of Canyon County, Idaho, in the name
of United Water as Debtor, evidencing that all items of Tangible Propert and Intangible
Property being sold hereunder are free and clear of all liens, claims and encumbrances;
or, if so encumbered, United Water shall cause the same to be terminated or released on
or before the Closing Date. Nampa shall pay the cost of such UCC searches and
terminations or releases.
(b) United Water shall fush to Nampa, not more than twenty (20) days after
the date hereof a commitment for a title insurance policy (the "Commitment"), dated afer
the date hereof, issued by a Title Insurer in the amount of that portion of the Purchase
Price allocated to the Well Lots, which is hereby acknowledged and agreed to be Sixty
Four thousand Five Hundred and no/100ths dollars ($64,500.00), showing marketable
and insurable title to the Well Lots subject only to: (i) title exceptions pertining to liens
or encumbrances of a definite or ascertainable amount which may be removed by
payment of money or otherwse on the Closing Date and which United Water shall so
remove at that time; and (ii) permitted exceptions as set forth in Exhibit E. If the'
Commitment shall disclose defects, encumbrances, or exceptions to title not reasonably
acceptable to Nampa, Nampa shall disapprove by giving wrtten notice thereof to United
Water within thirty (30) days, to remove the same or to have the Title Insurer commit to
insure against loss or damage that may be occasioned by such un-permitted exceptions by
special endorsement in form and with increased title insurance in an amount equal to the
amount of any policy modifications issued thereof, which are satisfactory to Nampa in
Nampa's reasonable discretion.
5. REPRESENTATIONS, WARRNTIES AND COVENANTS OF SELLER
United Water hereby represents and warants to Nampa that as of the date hereof
and/or as of the Closing Date:
AGREEMENT FOR PURCHASE AND SALE-3
Ex. PAG 5 OIti
(a) Authority. That United Water is an Idaho corporation that has been duly
organized and is validly existing and in good standing as a corporation under the laws of
the State of Idaho, and has full power and authority to: (i) transfer title to the Domestic
Water Systems; (ii) enter into this Agreement; and (iii) car out and consummate the
transactions contemplated by this Agreement.
(b) Effect of Transactions. That neither the execution of this Agreement nor
the consummation of the transactions contemplated hereby wil: (i) result in a breach of
or a default under any agreement, document or instrent to which United Water is a
par or by which United Water is bound; or (ii) violate any existing statute, law,
regulation, restrction, order, wrt, injunction or decree of any cour, administrative
agency or governental body to which United Water is subject.
(c) Ownership. That United Water is the owner of the Domestic Water
Systems. That there shall be no change in the ownership, operation or control of the
Domestic Water Systems from the date hereof to the Closing Date.
(d) Customers. That United Water shall provide Nampa at Closing a
complete list of all United Water's customers' names and addresses served in the
Domestic Water Systems.
(e) Insurance. That all premiums due on all fire and hazd, liability and
other insurance policies held by United Water, if any, in connection with the Domestic
Water Systems have been and shall be paid when due by United Water, and the policies
remain and shall remain un-cancelled and in full force and effect though the Closing
Date, and that any and all proceeds of any insurance received on account of any damage
to the Domestic Water Systems shall be applied to the repair of the Domestic Water
Systems.
(1) Condemnation. That to United Water's knowledge, there are no
condemnation or judicial proceedings, administrative actions or examinations, claims or
demands of any type which have been instituted or which are pending or threatened
against the Domestic Water Systems, or any par thereof. In the event United Water
receives notice of any such proceeding, action, examination or demand, United Water
shall promptly deliver a copy of such notice to Nampa.
(g) No Liens. That to United Water's knowledge, there are and shall be no
liens or claims against the Domestic Water Systems for federal or state taxes or any other
charges whatsoever, and that no portion of the Domestic Water Systems is affected by
any special assessments, whether or not constituting a lien thereon.
(h) Liabilties. That all debts, liabilities and obligations of United Water
arising from the ownership and operation of the Domestic Water Systems including, but
not limited to, salares, taxes and accounts payable, have been paid as they become due
and mature and wil continue to be so paid from the date hereof until the Closing Date,
and that no debts, liabilities or obligations wil be outstanding as of the Closing Date,
AGREEMENT FOR PURCHASE AND SALE-4
Ex... PMZ' Of 92
except for accrued payables incured in the ordinar course of business that United Water
shall pay in a timely manner. To United Water's knowledge, there are and wil be no
unrecorded mechanics' or materialmens' liens or any claims for such liens affecting the
Domestic Water Systems, and as of the Closing Date, there wil be no work or material
performed or fuished for which payment will not have previously been made.
(i) Access. That to United Water's knowledge, there is curently adequate
access to and from the Domestic Water Systems from adjoining private or public streets,
highways, roads and ways, and no fact or condition exists which would result in the
termination of the curent access to and from the Domestic Water Systems to the
adjoining public or private streets, highways, roads and ways.
(j) Maintenance. That from and after the date hereof and until the Closing,
United Water shall maintain or cause to be maintained the Domestic Water Systems in
good condition and repair, and shall continue to make or cause, to be made ordinar
repairs, replacements and maintenance between the date hereof and the Closing with
respect to the Domestic Water Systems and shall deliver the same in as good working
order and repair as exists on the date hereof, furter reasonable wear and tear excepted.
6. REPRESENTATIONS, WARTIES AND COVENANTS OF NAMPA.
Nampa hereby represents, covenants and warants to United Water that as of the
date hereof and as of the Closing Date:
(a) That Nampa is an Idaho municipal corporation which has been duly
organized and is validly existing and in good standing as a municipal corporation under
the laws of the State ofIdaho, and has full power and authority to: (i) acquire title to the
Domestic Water Systems; (ii) enter into this Agreement; and (iii) car out and
consummate the transactions contemplated by this Agreement.
(b) That the execution and delivery of this Agreement by the signatories
hereto on behalf of Nampa and the pedormance of this Agreement by Nampa have been
duly authorized by Nampa. Neither the execution ofthis Agreement nor the
consumation of the transactions contemplated hereby will: (i) result in a breach of or a
default under any agreement, document or instrent to which Nampa is a par or by
which Nampa is bound; or (ii) violate any existing statute, restrction, order, wrt,
injunction or decree of any cour, administrative agency or governental body to which
Nampa is subject.
(c) That there is no action, suit, proceeding, inquiry, or investigation before
any cour, governental agency or instruentality pending or, to the knowledge of
Nampa, threatened, against Nampa wherein an unfavorable decision, ruling, or finding
would adversely affect the transactions contemplated by this Agreement.
AGREEMENT FOR PURCHASE AND SALE-5
ExIIl. PAG 7 Of t2
(d) That upon closing as herein defined, Nampa shall assume and perform
United Water's obligations under the Idaho Deparment of Environmental Quality
Consent Order in the matter of Belmont Heights system referenced in Recital C, above.
7. CONDITIONS PRECEDENT TO CLOSING
(a) Conditions Precedent to Nampa's Obligations. This Agreement, and
Nampa's obligation to close the transaction contemplated herein, is subject to the
following express conditions precedent. Notwithstanding anything to the contrar that
may be contained herein, each of the following conditions precedent may be waived in
wrting by Nampa, such conditions being for the exclusive protection and benefit of
Nampa.
(i) That there shall not have been any material damage, destrction, or
loss adversely affecting the Domestic Water Systems.
(ii) All approvals required in connection with the transfer of the
Domestic Water Systems shall have been obtained from the Idao
Deparment of Environmental Quality and the Idaho Deparent of
Water Resources.
(b) Condition Precedent to United Water's Obligations. Nampa and United
Water agree that consummation of the transaction contemplated by this Agreement is
also subject to United Water obtaining an approval and order from the Idaho Public
Utilties Commission on terms that are acceptable to United Water, in its sole and
absolute discretion, that, among other things:
(i) Confirms that United Water may amend its Certificate of Public
Convenience and Necessity so as to remove the Domestic Water
Systems from its authorized service terrtory;
(ii) Confirms that as of the Closing Date United Water may
discontinue service to the Domestic Water Systems;
(iii) Approves the accounting and ratemakng treatment of the Purchase
Price in the maner to be proposed by United Water in an
Application to be fied with the Commission;
(iv) Confirms that United Water, after the closing date, shall have no
furter obligations under the Agreements contained in Exhibit B.
Notwithstanding anything contained in this Agreement to the contrar, the paries
acknowledge and agree that the conditions precedent set forth in Paragraph 7(b) are
paramount. Accordingly, if there is any portion of such ruling by the Commission that, in
United Water's discretion, is substantially inconsistent with this Agreement or with
AGREEMENT FOR PURCHASE AND SALE-6
EXHBI. PAG' or ti
United Water's Application to the Commission, United Water may, within five (5)
business days after receipt of such Commission ruling, provide Nampa with wrtten
notice that this Agreement is null and void, and the paries shall have no further
obligations or liabilities hereunder. If such notice is not given in the time permitted, the
paries agree to amend this Agreement, within thirt (30) days of both paries' receipt of
such ruling by the Commission, to the effect that this Agreement shall be made consistent
with the Commission's ruling.
(c) The paries agree to cooperate and will use their best efforts in 1) the
preparation of such further documents and instrments as are necessar to complete the
transaction contemplated hereby, 2) the processing and prosecuting ofthe filing for
approval by the Commission, and 3) the notification and communication with the
customers of the Domestic Water systems regarding this transaction.
(d) It is understood and agreed by the paries that an appropriate due diligence
period consisting of foureen (14) days immediately following the execution of ths
Agreement will be established to allow Nampa the opportunty to fuer investigate all
issues regarding the acquisition ofthe United Water's Domestic Water Systems. The
paries agree to cooperate and make all appropriate documents available in pursuing the
due diligence.
8. ASSIGNMENT AND ASSUMPTION OF AGREEMENTS, AND OFF-SITE
MAINLINE REFUND OBLIGATIONS.
(a) The Paries acknowledge and agree that on or before the Closing Date
United Water and Nampa shall execute an Assignment and Assumption of the above-
referenced Coventry Agreement, Belmont 1 & 2 Agreement, School Agreement, Belmont
3 Agreement, Lexington Meadows Agreement, Brittania Agreement, and Victory
Agreement, as referenced in the form attached hereto as Exhibit F.
(b) The Paries acknowledge that United Water has extended off-site water
mainlines to serve portions of the Domestic Water Systems subject to this Purchase and
Sale Agreement. Said off-site mainlines are indicated on attached Exhibit A. Pursuant
to United Water's Rules and Regulations the cost of the off-site mainlines were
contrbuted by the Original Applicants for service. In this case, the Original Applicants
were Nampa Charer School (School Agreement), Triple Crown Development, LLC
(Belmont 3 Agreement), and Patriot CapitaL. LLC (Britta Agreement). Furher,
pursuat to United Water's Rules and Regulations, additional customers who connect to
the off-site mainlines within a specified period are required to deposit with United Water
an amount equal to one half of the actual per foot cost of the off-site extension times the
front footage of the property to be served. The per-foot cost is determined by dividing the
actual cost of the off-site extension by the total serviceable footage along the off-site
extension. The amounts so deposited are refuded to the Original Applicant without
interest within 30 days of receipt by United Water. The controllng off-site refund
language is contained in the above referenced individual Agreements.
AGREEMENT FOR PURCHASE AND SALE-7
ExIl. PMZ' Of 92
(c) Nampa agrees that in the event additional customers are connected to the
off-site mainlines within the refud periods for the above referenced Agreements, Nampa
will require the additional customers to deposit an amount calculated in accordance with
the controllng contract language and will refud the amount deposited to the respective
Original Applicant, or its assignees, within 30 days of receipt, without interest.
(d) United Water agrees that it wil, without cost to Nampa, provide such
technical and accounting advice as Nampa may require in determining the eligibility and
amount of refuds that are required to be paid to Original Applicants.
9. CLOSING RELATED MATTERS; POST-CLOSING
(a) Closing Date; Time of the Essence. The closing shall take place not later
than thirt (30) days afer receipt of the regulatory approvals set fort in paragraph 7(b)
(the "Closing Date"); provided, however, that if the thirtieth (30th) day not be a business
day, then the Closing Date shall be the next Tuesday after the thirtieth (30th) day.
(b) Closing. The closing of the transaction contemplated herein shall take
place at the offce of McDevitt & Miler, LLP, 420 West Banock, Boise, Idaho or at
such other place as may be agreed upon by the parties.
(c) Possession. Possession of the Domestic Water Systems shall be delivered
to Nampa on the Closing Date.
(d) Post-Closing Actions. Subsequent to the Closing and the Closing Date,
each pary wil tae such actions and execute and deliver such documents (to convey title
or otherwise) as the other par shall reasonably request, or otherwse car out the
transaction and the intentions contemplated by this Agreement. The foregoing will
include (without limitation) the following:
(i) Cooperation. The paries wil cooperate in coordinating the
prompt, orderly transition of supply of domestic water to the
Domestic Water Systems.
(ii) Biling. On the day of the Closing Date, United Water and
Nampa, if Nampa so chooses, shall have all customer meters read
so as to avoid any post-closing prorating of accounts receivable
and unbiled revenue. All such revenue eared by United Water as
determined by the meter readings on the Closing Date shall be due
and payable to United Water.
10. CLOSING DOCUMENTS
AGREEMENT FOR PURCHASE AND SALE-8
ExI"". p., 1I01l2
(a) Seller's Deposits. On the Closing Date, United Water shall deliver the
following documents to the Escrowee.
(1) Bil of Sale executed by United Water with full waranties of title
conveying the Tangible Property to Nampa, in the form attached
hereto as Exhibit G.
(2) Certified copies of all resolutions adopted by United Water's
Board of Directors.
(3) Waranty Deed executed by the United Water transferrng the Real
Property, in the form attached hereto as Exhibit H.
(4) Originals, if available, of all certificates, licenses, permits,
authorizations, and approvals required by law, and issued by all
governenta authorities having jursdiction.
(5) Such other documents as the Title Insurer, Nampa or its attorneys
may reasonably require effectuating or fuher evidencing the
intent of any provision in this Agreement.
(6) Title Insurance Owner's policy for Real Property of United Water's
Domestic Water Systems.
(7) A United Water approved closing statement.
(8) Assignent and Assumption of Agreements in the form attched
hereto as Exhibit F.
All of the documents and instrents to be delivered by the United Water
hereunder shall be in form and substace reasonably satisfactory to counsel for Nampa.
(b) Buyer's Deposit. On the Closing Date, Nampa shall deliver the following:
(l) Cash, official ban check or wire transfer of funds in an amount
suffcient to meet Nampa's obligations hereunder.
(2) A Nampa approved closing statement.
(3) Such other documents as the Title Insurer, United Water, or its
attorneys may reasonably require effectuating or further
evidencing the intent of any provision in this Agreement.
11. PRORATIONS AND ADJUSTMENTS
AGREEMENT FOR PURCHASE AND SALE-9
Ex.,. PAG ii orf2
The following items shall be paid, prorated and adjusted as of the Closing Date:
(a) General real estate taxes, and all other levies and charges against the
Domestic Water Systems the year in which the Closing Date shall occur, which are
accrued but not yet due and payable. Such taxes shall be prorated on the basis of the
most recent ascertinable tax bil. Nampa shall not be liable for any state, county, federal
income, excise or sales tax liabilties of Seller.
(b) All accounts payable and other obligations incured by United Water prior
to the Closing Date shall be caused to be paid or pedormed by United Water on or before
the Closing Date or as soon as possible thereafter, and Nampa assumes no obligations or
responsibility for the payment or performance thereof. Bils received after Closing which
relate to expenses incured or service pedormed allocable to the period prior to the
Closing Date shall be paid by Seller.
(c) Such other items as are customarly prorated in transactions of the tye
contemplated in this Agreement.
All such prorations shall be based on the most recent ascertainable bils, and be
made on the basis of the actual number of days of the year and month which shall have
elapsed as of the Closing, and to the extent reasonably practicable such prorations shall
be made at the Closing. Such items of income and expenses for the period prior to the
Closing date will be for the account of United Water and such items of income and
expense for the period on and after the Closing Date wil be for the account of Nampa, all
as determined by the accrual method of accounting.
(d)
Nampa.
The cost of escrow shall be divided equally between United Water and
12. DEFAULT AND REMEDIES
(a) Default by Buyer. If Nampa should fail to consumate the transaction
contemplated herein for any reason, except by default by Seller, United Water may elect
anyone or more of the following remedies: (i) to enforce specific performance of this
Agreement and in such action United Water shall have the right to recover damages
suffered by United Water by reason of the delay in the acquisition of Domestic Water
Systems (ii) to bring suit for damages for breach of this Agreement; (iii) to terminate this
Agreement whereupon Nampa wil reimburse United Water for United Water's out-of-
pocket expenses incured with respect to this transaction, including reasonable attorney
fees; or (iv) pursue any and all remedies at law or equity.
(b) Default by Seller. If United Water should fail to consummate the
transaction contemplate herein for any reason, except failure of a condition precedent set
forth in paragraph 7 which is not waived by Nampa, or default by Nampa, Nampa may
AGREEMENT FOR PURCHASE AND SALE-tO
i.. PMa ii M 91
elect anyone or more of the following remedies; (i) to enforce specific performance of
this Agreement and in such action Nampa shall have the right to recover damages
suffered by Nampa by reason of the delay in the acquisition of the Domestic Water
Systems (ii) to bring a suit for damages for breach of this Agreement; (iii) to terminate
this Agreement whereupon Nampa wil reimburse United Water for United Water's out-
of-pocket expenses incurred with respect to this transaction, including reasonable
attorney fees; or (iv) pursue any and all remedies at law or equity.
13. BROKERAGE
Each of the paries represents and warants to the other that it has not incured and
wil not incur any liability for finders or brokerage fees or commissions in connection
with this Agreement and the transactions contemplated hereby.
14. INTERVENING DAMAGE OR LOSS
United Water shall deliver the Domestic Water Systems to Nampa in substatially
the same condition on the Closing Date as on the date hereof, excepting therefrom
ordinar wear and tear. If, prior to the Closing Date, all or a substantial portion of the of
the Domestic Water Systems having a replacement value in excess of $10,000.00 is
destroyed by fire and other casualty or is taken or made subject to eminent domain
proceedings, then United Water shall immediately notify Nampa. Thereupon Nampa
shall, at its opinion have the right to:
(a) Complete this transaction, in which event United Water shall: (i) deliver to
Nampa a duly executed assignment of all insurance proceeds or condemnation awards
payable as a result of such fire, casualty, or condemnation, in form and substace
satisfactory to Nampa and (ii) pay the amount of any deductible thereunder; or
(b) Complete this transaction, in which event Nampa shall receive a credit on
the Closing Date in an amount equal to the cost of repair or replacement of such damage
or loss.
15. NOTICES
All notices required or desired to be given under this Agreement shall be in
wrting and delivered personally or sent by facsimile or by first class United States mail,
postage prepaid, addressed as follows:
If to Seller:General Manager
Gregory P. Wyatt
United Water Idaho Inc.
P.O. Box 190420
Boise ID 83719-0420
TeL. [phone]
AGREEMENT FOR PURCHASE AND SALE-II
bi. 'Ai l3 01 t2
Fax. [phone]
With a copies to:Dean J. Miler, Esq.
420 W. Banock
P.O. Box 2564-83701
Boise, Idaho 83702
TeL. [phone]
Fax: [phone]
And United Water Management & Services Inc.
200 Old Hook Road
Harngton Park, New Jersey 07640
Attention: Legal Deparent
TeL. [phone]
Fax. [phone]
If to Buyer:The City of Nampa
763 W. Avalon
Nampa, ID 83634
or to such other address as either pary may from time to time designate by wrtten notice
given to the other pary in the maner provided herein. Any notice given in accordance
with the foregoing shall be a.eemed to have been given (i) on the date upon which it shall
have been delivered or (ii) three (3) days after being deposited in the United States mail,
whichever is first. If sent by facsimile transmission, such notice shall be deemed to have
been given when received prior to 5:00 p.m. on a business day; otherwse, at 9:00 a.m. on
the next business day.
16. MISCELLANEOUS
(a) This Agreement may not be assigned by any pary without the consent of
the other pary hereto. This Agreement shall be binding upon and inure to the benefit of
the successors and permitted assigns of the paries hereto.
(b) Wherever under the terms and provisions of this Agreement the time for
performance falls upon a Saturday, Sunday or Legal Holiday, such time for performance
shall be extended to the next business day.
(c) This Agreement may be executed in counterpars, each of which shall
constitute an original, but all together shall constitute one and the same agreement.
(d) The terms, provisions, covenants (to the extent applicable) and
indemnities shall surive the closing and this Agreement shall not be merged therein, but
shall remain binding upon and for the paries hereto until fully observed, kept or
performed.
AGREEMENT FOR PURCHASE AND SALE-12
IXBI... PAG 1401 ti
(e) This Agreement embodies the entire agreement between the parties hereto
with respect to the subject matter hereof.
(f) Nampa and United Water shall each respectfully pay any attorney fees
they have respectively incurred for the preparation, negotiation and review of this
Agreement.
(g) The captions at the beginning of the several paragraphs, respectively, are
for the convenience in locating the context, but are not par of the text.
(h) In the event any term or provision of this Agreement shall be held ilegal,
invalid or unenforceable or inoperative as a matter of law, the remaining terms and
provisions of this Agreement shall not be affected thereby, but each such term and
provision shall be valid and shall remain in full force and effect.
(i) This Agreement shall be governed by the laws of the State of Idaho.
(j) By virtue of this Agreement, Nampa does not, in any way or for any
purose, become a parer of United Water in the conduct of its business, or otherwse, or
become a joint ventue or a member of a joint enterprise with Seller.
IN WITNESS WHEREOF, the undersigned have executed ths Agreement as of
the respective dates set fort below, effective as of /Yrl'y C) Z d- oog
SELLER: UNITED WATER IDAHO INC.
An Idaho Co
By:
Title: ,A (£ 12
Date: ..~ ¡; 7,o,d
BUYER: CITY OF NAMPA
A Municipal Corporation
By: e-¿ji;)yvS) c~-
5\'ly=
5l~~ lò8¡
Title:
Date:
AGREEMENT FOR PURCHASE AND,SALE-13
Ex. 'Ji 15 Of ti
Schedule of Exhibits
Exhibit A:
Exhibit B:
Exhibit C:
ExhibitD:
Exhibit E:
Exhbit F:
Exhibit G:
Exhibit H:
Domestic Water Systems pipelines map
RESIDENTIAL OR MULTIPLE F AMIL Y HOUSING NON-
CONTIGUOUS WATER SYSTEM AGREEMENTs (Coventr
Agreement, and Belmont 1 & 2 Agreement), and RESIDENTIAL,
MUL TIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION
AGREEMENTs (School Agreement, Belmont 3 Agreement, Lexington
Meadows Agreement, and Brittia Agreement).
Tangible Property items
Real Property used and useful in connection with the operation and
maintenance by United Water of the Domestic Water system
Permitted title exceptions
Assignment and Assumption of Agreements
Bil of Sale executed by United Water with full waranties of title
conveying the Tangible Propert to Nampa
Waranty Deed executed by the United Water transferrng the Real
Propert.
AGREEMENT FOR PURCHASE AND SALE-14
Ex. PAG.6 OP t2
I¡
I
~
f.
l
o
.
¡,
.
.
i
i

:
:
iL
O
C
U
S
T
_
i,I
AL
M
A
LE
W
I
S
W
O
V
E
R
L
A
N
D

R
D
Qii !;o~o5m en
Be
l
m
o
n
t

H
e
i
g
h
t
s
#1
,
#
2
,

#
3
AM
I
T
Y
W
A
M
I
T
Y

R
D
¡~enzii

"
~
.
.
.
.
.
.
.
.
.
.
.
.
.
.
"
.
.
_
_
.
~
~
~
I
~
;
¡
"
i I.
,
Li
b
e
r
t

&

V
i
c
t
o
r
y
Ch
a
r
t
e
r
Ex
h
i
b
i
t

-

A
UW
I
D
S
Y
S
T
E
M
Ca
n
y
o
n

C
o
.

N
o
n
-
C
o
n
t
i
g
u
o
u
s
Sy
s
t
e
m
s
.
Ma
i
n

V
a
l
v
e
.
Bl
o
w
o
f
f

V
a
l
v
e
.
Hy
d
r
a
n
t
s
*
We
l
l
s
Se
r
v
i
c
e
s
Ma
i
n
s
2
In
c
h
6
In
c
h
8
In
c
h
12

I
n
c
h
Su
b
d
i
v
i
s
i
o
n
s
_
M
&
M
S
u
b
Co
v
e
n
t
r
y

P
l
a
c
e
Le
x
i
n
g
t
o
n

M
e
a
d
o
w
s
I
B
e
l
m
o
n
t

H
e
i
g
h
t
s

#
1
Be
l
m
o
n
t

H
e
i
g
h
t
s

#
2
Be
l
m
o
n
t

H
e
i
g
h
t
s

#
3
No

S
c
a
l
e
N+
Re
v
i
s
e
d

D
a
t
e

0
5
-
1
2
-
2
0
0
8
EX
H
I
B
I

B

P
A
G

1
7

O
F

t
i
Ex BPag 1 0i53
RESIDENTIAL OR MULTIPLE FAMILY HOUSING
NON-CONTIGUOUS WATER SYSTEM AGREEMENT
AGREEMENT between UNTED WATER IDAHO INC. hereinafter called "Company" , its
successors and assigns, and COVENTRY DEVELOPMENT, INC. hereinafer called "Ower" its
successors and assign.
WHREAS, Owner has requested Company to expand its system as follows in accordance with
the map or plan attached hereto as Attachment No.1; and
WHEREAS, Company is wiling to make such expanion upon the terms and conditions
hereinafter set fort.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and
agreements herein contained, THE PARTIES HERETO AGREE AS FOLLOWS:
1. Owner hereby applies to Company for said expansion of its system, and
Company agrees to include said expanion upon the terms and conditions hereinafter set fort
and in accordace with its Rules and Regulations.
2. For the puroses of ths Agreement the term "Water Facilities" shall include,
without limitation:
(a) All propert in connection with the operation and maintenance ofthe Water
Facilities and the fushing of water services including, without limitation, buildings,
improvements, strctues, equipment, wells, distrbutions lines, well lots, well houses,
reservoirs, pumps, booster pumping stations, valves, pipes, water lines, meter boxes,
machinery, inventory, sureys, maps, and supplies;
(b) All right, title and interest of Ower in and to all easement(s) and appurenances
existing and/or necessar for the maitenance and operation of the Water Facilities
constrcted or to be constrcted to serve the project commonly known as Coventr
Subdivision (hereinafter called the "Project"), and any approved development of the
propert in connection with the Project (hereinafer called the "Propert"), Source of
Supply, which may include well(s), pumps, motors, control equipment, pneumatic storage
facilties, or that paricular proper commonly referred to as "Source of Supply," and
water and water rights and interests appurenant to the Propert; and
(c) All intangible propert in connection with the operation and maintenance of the
Water Facilities and the fushing of water services including, without limitation,
customer lists and records, customer deposits, well logs, maintenance records, tarffs and
rules and regulations governng the rendering of service and extension of service to future
development, franchises, permits and certificates. The term "Water Facilities" does not
include meters.
NON-CONTIGUOUS WATER SYSTEM AGREEMENT - 1
F:\APPS\ WPDOCS\T _ Z\UWI\ONCONT.SYS\COVENTRY\ONCONT.AGR
EXBI..a rAG ilort2
Exh 8
Pag 20f 53
3. Company shall have the right to conduct, review and confirm, to Company's
satisfaction, test results in connection with any and all wells, soil tests, engineerng tests,
environmental surveys, plans and specifications and/or record drawings, and related studies of
the Water Facilities deemed necessar by Company to determine the suitability, in Company's
sole discretion, of the Water Facilities for expansion. Should an Applicant propose a
Development requiring special facilities, upgrades, modifications or, if the Development is
deemed by the Company to be unusual or burdened with special needs, that existing water
system wil be looked at independently and the terms of the acquisition wil be set forth in an
amendment hereto.
4. The Water Facilities have previously been constrcted by Owner. Company shall
be granted complete access to the Water Facilities. Ower hereby covenants, represents and
warants to Company that the Project is not contaminated with any hazardous material or waste
in violation of any environmental law, designated or defined as such under any applicable federal
or state statute or county or muncipal law , regulation, ordinace, order or code, in each case as
amended, and Owner shall indemnfy, defend and hold Company harless from and against any
and all claims, demands, liabilities, damages, suits, actions, judgments, fies, penalties, loss, cost
and/or expense (including, without limitation, attorney's fees) arsing or resulting from, or
suffered, sustained or incured by Company as a result (direct or indirect) of the inaccuracy of or
the breach of any of these covenants, representations and waranties of Ower which indemnty
shall surive the transfer and conveyance of the Water Facilties.
5. The completely constrcted and approved Water Facilities shall be contrbuted,
transferred and conveyed to Company by Owner, at no cost to Company, though bill(s) of sale,
waranty deed(s), easement(s) and/or other transfer documents reasonably acceptable to
Company and as required and approved by, without limitation, the Idaho Deparent of Health
and Welfare, Division of Environmental Quality, Idaho Deparent of Water Resources, and the
Idaho Public Utilities Commission ("IPUC"), as applicable, on or before: 1) the _ day of
, . Ower will obtain releases frm all subcontrctors, laborer, materalmen,
suppliers, and any other paries fushing materials or services in connection with the
constrction ofthe Water Facilities. Ower shall warant to Company in wrting that the Water
Facilities has been constrcted in accordance with the plans and specifications reviewed and
approved by Company, and shall provide Company with as-built record drawings of the Water
Facilities. Owner shall also wart the Water Facilities against defects in constrction for a
period of two (2) years from execution such waranty.
6. Ower shall contrbute to Company upon the execution hereofthe Water
Facilities as described above, and shall also contrbute overhead costs to Company such as
superision, engineering, accounting, legal expenses and the cost of obtaining any necessar
governental permits. The actual cost of contrbution shall be referred to as the "contrbuted
cost of facilities." All Source of Supply costs including but not limited to wells, well lots,
pumping equipment and associated appurenaces, supervision, engineering, accounting, legal
expenses and the cost of obtaining any necessar goverental perits shall be refered to and
be booked as an advance in aid of constrction.
7. Upon conveyance of the Water Facilities to Company, Company shall be solely
responsible for management, maintenance and operation of the Water Facilities. The paries
NON-CONTGUOUS WATER SYSTEM AGREEMENT - 2
F:\APS\ WPDOCS\T Z\UWONCONT.SYS\COVENTRY\ONCONT.AGR
Ex... PAo i'OFl2
e.B
Pa30f53
agree that the Water Facilities and associated permits and licenses shall be managed and operated
by Company in a maner which is comparable to and consistent with Company's management
and operation of its other water utility facilities withn the State of Idaho. The paries fuher
acknowledge that Company shall serve all residential customer as a public utility, subject to the
jursdiction ofthe IPUC.
8. Ower shall prepare and record perpetual restrctive covenants which include,
without limitation, that the Water Facilities is or shall be owned and operated by Company.
Company shall cooperate with Ower in the preparation of such restrctive covenants and shall
have the right to approve such restrctive covenants prior to recordation. Such approval shall not
be uneasonably withheld.
9. If the Project is served by a non-potable irrgation system, appropriate backflow
prevention device(s) shall be required to be installed at no cost to Company. Owner shall
prepare and record perpetual restrctive covenants which include, without limitation, that cross-
connections are prohibited, and shall delegate to Company the right to inspect such non-potable
irrgation system, enforce such restrictive covenats, and to remove any such cross-connections.
Company shall cooperate with Owner in the preparation of such restrctive covenants and shall
have the right to approve such restrctive covenants prior to recordation. Such approval shall not
be uneasonably witheld.
10. Eight Hundred Dollars ($800.00), as more fully described on Attachment NO.2
attached hereto, which is subject to modification as Adjusted Average Residential Revenue may
change with futue rate activity, shall be paid by Company to Ower as soon as practicable afer
each lot is connected to the Water Facilities, as payment for the Source of Supply; provided,
however, such payment shall be made only once per lot, only to bona fide customers, and not in
excess of the original documented advance in aid of constrction costs in connection with the
Source of Supply. Provided, fuher, however, if the Project and/or the Propert is sered by an
additional potable Source of Supply, where a portion of the Project's and/or Propert's Source of
Supply is provided by an entity in addition to Ower, the $800 payment refered to in ths
paragraph shall be paid by Company to Owner and each other such provider of Source of Supply
according to the percentage of contrbution by Ower and each other such provider of Source of
Supply. The percentage of contrbution by Owner and each other such provider shall be
established by Company and set fort in an amendment hereto.
11. All revenue generated by the Water Facilties shall be retained by Company as
owner in compliance with all applicable rules and regulations ofthe IPUC. Charges applicable
to the Water Facilities shall be the Company's tarff rates for existing customers as approved by
the IPUC, which rates may be amended from time to time. Service shall be provided in
compliance with all applicable rules and regulations of the IPUC.
(a) If the Water Facilities include an existing, non-metered, flat rate system, and the
costs for metering the Water Facilities canot be justified by Company, the tarff rate
shall be equal to the average revenue for the balance of Company's residential customers.
(b) If Company should determine that a flat rate customer is using water in excess of
the average residential customer, the Company wil provide a meter setting and meter.
NON-CONTIGUOUS WATER SYSTEM AGREEMENT - 3
F:\APS\ WPDOCS\T _ Z\UWI\ONCONT.SYS\COVENTRY\ONCONT.AGR
Ex"". PAG.OI91
ExN8
Page4of53
Customer wil then pay Company's metered tarff rates as approved by the IPUC, which
rates may be amended from time to time.
(c) If a customer prefers to pay Company's approved metered tarff rates, the
customer shall pay the installation and material costs associated with the installation of a
meter setting.
12. It is agreed by Owner that Owner wil not build at any time hereafter on, in or
over any easement for water pipes or appurenances any strctue, the constrction or presence
of which wil endanger or render ineffective or diffcult of access the water pipes or
appurenances of Company, or lay other pipes or conduits withn two feet (2' ), measured
horizontally, from said water pipe except pipes crossing same at right angles in which latter case
a minimum distance of six inches (6") shall be maintained between the pipes. No excavation or
blasting shall be cared on which in any way endagers said water pipes. Provided, however,
that should Ower wish to do so Ower may, at Owner's expense, provide a new location
acceptable to Company for said water pipes and Company will then move said water pipes and
appurenances to the new location. The cost of moving and alterg and any expenses incident
thereto, shall be borne by Owner. It is fuer understood and agreed that in case of any damage
by Ower or caused by neglect of Owner to the water pipes or their appurenances, or other
injures to the propert of Company in connection therewith, these facilities will be repaired and
brought to proper grade by Company or Company's contractor at Owner's expense.
13. It is fuher mutully understood and agreed that the mains and appurenances
withn the limits of the street, avenues, roads, ways or easement areas, whether or not attached to
or serving customer but constrcted as par of the expansion shall be and remain the proper of
Company. Company shall have the right to extend any main installed by it puruant to the terms
ofthis Agreement in or to other lands, streets, or avenues without incurng any liabilty to
Owner whatsoever.
14. Ower shall be reimbured in connection with use of the Source of Supply by
"late-comers," that is, bona fide customers who use the Source of Supply and which customers
own a lot or proper other than a lot in the Project, whereby costs, not in excess ofthe original
advance of constrction costs in connection with the Source of Supply, may be reimbursed to
Ower over a period of fifteen (15) years from the date of transfer of the Water Facilities.
Ower shall not be entitled or receive any reimbursement after fifteen (15) years from the date of
this Agreement.
15. For the puroses ofthis Agreement, a bona fide customer shall mean any
person(s), firm, company, corporation, association, governental unit or owner of propert as
guarantor fushed water service of a peranent natue by Owner.
16. Each par shall be excused from fuer performance under ths Agreement as a
consequence of any delays or defaults in the performance ofthis Agrement unavoidably caused
by the act of any governental authority, the act of any public enemy, acts of God or the public
enemy, natue, weather, war, war defense condition, strikes, walkouts or other causes beyond the
control ofthe par whose performance is impaired.
NON-CONTIGUOUS WATER SYSTEM AGREEMENT - 4
F:\APPS\ WPDOCS\T _ Z\UWI\ONCONT.sYS\COVENTRY\ONCONT.AGR
ExBl.i. PAG)i OFti
'.'i' ,E) BPa5d.53
17. The term of ths Agreement shall be for fifteen (15) years from the date hereof.
The paries hereto agree that this Agreement shall require approval of the IPUC prior to any
fuher action of the pares hereunder. The paries hereto acknowledge and agree that such
approval shall include the grant of a Certificate of Convenience and Necessity from the IPUC to
Company to include the Project, the cost of which shall be paid by Company. For puroses of
ths Agreement, approval by IPUC shall include the exhaustion of all appeals and/or the
conclusion of all appeals.
IN WITNSS WHEREOF, the paries hereNaving been duly au~zed, have
executed this Agreement this 1 ¿: day of \:~ ,) i. i. .
ATTEST:COMPAN:
UNTED WATER IDAHO INC.¥In.~
~J,:~,l..' ~
OWNR:
ATTEST:COVENTRY DEVELOPMENT, INC.
By:
Its:
~~'?/L- r l¿ol c/-(lJ
NON-CONTIGUOUS WATER SYSTEM AGREEMENT - 5
F:\APPS\ WPDOCS\T Z\UW\NONCONT.SYS\COVENTRY\ONCONT.AGR
EXUlWT. PAG U Of t2
,.. ~.~.ExhSPa6of53
::
:. ..
IDAHO PUBUC UTILIIES COMMISSONAPVED EFPECTfVE
ShecNo.50
R.laR' al Prous Sheets .
UN WATE IDAHO INC.
oc 13 '9 oc 14 '98. .~ß ~"'-se~
,
USIDENORMUIDLE FAlY HOUSIG
NON-coNTGUOUS WAT SYSTE AGRE (cøii
. ATTACH NO.2
Brewn oCCom, .
(R Case UW- W-97-6 Atlused Avee Reidelù)
1.Invesen S800
2.Reene 335
3.Incre in Exenes
O&M 145
Ad Valor ~ 1.8%14
Depciaton ~ '2.5%20
Tota Expenes 179...
4.Inc01e Befre Inome Taxes 156
5.Debt((g 53.13% ofne! invesents)'425
6.Iner~ on Debt 35
7.Ta.ælc Income 121
8.Income Tax ~ 36.9%45
9.Inome Avaílale for Ren 76
10.Retu 9.5%
Issued: Septembe~ 3, 1998 Effective:
Under Authority ofLP.U.C. Orer No. 27718
Issued by:UNTED WATE IDAHO INC.
BY:.d~L" ~ . ..
. Wiliam C. Lina, Presidenr
ExII. PAG 23 OF l2
. ,. .: '
Ext8Pa7ot53
RESIDENTIAL OR MULTIPLE FAMILY HOUSING
NON-CONTIGUOUS WATER SYSTEM AGREEMENT
C.E.A No.
AGREEMENT between UNITED WATER IDAHO INC., hereinafter called Company",' its
successors and assigns, and THUESON CONSTRUCTION AND DEVELOPMENT, hereinafter
called "Ownet', its successors and assigns.
WHEREAS, Owner has requested Company to expand its system as follows in accordance with
the map or plan attched hereto as Attachment NO.1; and
WHEREAS, Company is willng to make such expansion upon the terms and conditions
hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and
agreements herein contained, THE PARTIES HERETO AGREE AS FOLLOWS:
1. Owner hereby applies to Company for said expansion of its system, and Company agrees to
include said expansion upon the terms and conditions hereinafter set forth and in accrdance
with its Rules and Regulations.
2. For the purposes of this Agreement the term "Water Facilities" shall include without
limitation:
(a) All propert in connection with the operation and maintenance of the WaterFacilities and the fumishing of water services including, without limittion,
buildings, improvements, structures, equipment, wells, distribution lines, well lots,
well houses, reservoirs, pumps, booster pumping stations, valves, pipes, water
lines, meter boxes, machinery, inventory, surveys, maps, and supplies;
(b) All right, title and interest of Owner in and to all easement(s) and appurtenances
existing and/or necessary for the maintenance and operation of the Water
Facilties constructed or to be constructed to serve the project commonly known
as BELMONT HEIGHTS SUBDIVSION - PHASE I AND II, (hereinafter called
the "Project"), and any approved development of the propert in connection with
the Project (hereinafter called the "Propert"), Source of Supply, which may
include well(s), pumps, motors, control equipment, pneumatic storage facilties,
or that particular propert commonly referred to as "Source of Supply,' and water
and water rights and interests appurtenant to the Propert; and
(c) All intangible propert in connection with the operation and maintenance of the
Water Facilities and the fumishing of water services including, without limitation,
customer lists and records, customer deposits, well logs, maintenance records,
tariff and rules and regulations governing the rendering of service and extension
of service to future development, frnchises, permits and certificates. The term
"WATER FACILITIES" does not include meters.
3. Company shall have the right to conduct, review and confirm, to the Company's
satisfacton, test results in connection with any and all wells, soil tests, engineeng tests,
environmental surveys, plans and specifications and/or record drawings, and related studies of
the Water Facilities deemed necessary by Company to determine the suitabilty, in Company's
sole discretion, of the Water Facilties for expansion.
~ ':~ ¡~,!( lih:::¡"' t I'::'. U, \, ~ ",t:',\ ¡lUi.
Exæ... PAG 24 01 ti
." ,". ,Exh.
Page8of53
Should an applicant propose a Development requiring special facilties, upgrades, modifications
or, if the Development is deemed by the Company to be unusual or burdened with special needs,
that existing water system wil be looked at independently and the terms of the acquisition wil be
set forth in an amendment hereto.
4. Immediately after the execution of this Agreement, Owner shall dilgently proced to
obtain all governmental approvals including, without limitation, all necessary permits, information,
and consents required by the appropriate federal, state, or local governmental authorities,
agencies, or offcials to permit the construction, operation and maintenance of the Water
Facilties. As soon as practicable, after receipt of such governmental approvals, Owner shall
diligently proceed to construct the Water Facilities, as described, or to be described, in the Water
Facilties plans and specifications prepared and sealed by a licensed professional engineer and
reviewed and approved by the parties hereto. The cost of obtining all governmental
approvals, the cost of such plans and specifications, and the cost of the construction of
the Water Facilties shall be borne by Owner at Owner's sole cost and expense. At the sole
discretion of Company, inspection of the construction of the Water Facilties shall be conducted
by Company. Based on proper advice and consideration, Company may alter the performance
from strict adherence to such plans and specifications if based on job site experience, or if
adherence to such plans and specifications becomes impractical or infeasible under the
circumstances. Company shall be the sole judge as to the adequacy of the Water Facilities. The
parties hereto shall cooperate fully with each other and all other parties in connection with each
othets effrts hereunder.
5. The completely constructed and approved Water Facilties shall be contributed,
transferred and conveyed to Company by Owner, at no cost to Company, through bil(s) of sale,
warranty deed(s), easement(s) and/or other transferred documents reasonably acceptable to
Company and as required and approved by, without limitation, the Idaho Department of Health
and Welfare, Division of Environmental Quality, Idaho Department of Water Resources, and the
Idaho Public Utilties Commission ("i PUC"), as applicable, on or before the earlier of: 1) the _
day of , _; or 2), the transfer of the first lot in the Project from Owner to the first-time
buyer. Owner wil obtain releases from all subcontractors, laborers, materialmen, suppliers, and
any other parties furnishing materials or services in connection with the construction of the Water
Facilties. Owner shall warrant to Company in writing that the Water Facilties has been
constructed in accordance with the plans and specifications reviewed and approved by Company,
and shall provide Company with as-built record drawings of the Water Facilties. Owner shall also
warrant the Water Facilties against defets in construction for a period of one (1) year from
execution of such warranty.
6. Owner shall contribute to Company upon the execution hereof the Water Facilties as
described above, and shall also contribute overhead costs to Company such as supervision,
engineering, accounting, legal expenses and the cost of obtaining any necessary governmental
permits. The actual cost of contribution shall be referred to as the .contributed cost of facilities."
The Source of Supply costs shall be referred to and be booked as an advance in aid of
construction. All other costs shall be referred to, and be booked as, a contribution in aid of
construction.
7. Upon conveyance of the Water Facilties to Company, Company shall be solely
responsible for management, maintenance and operation of the Water Facilties. The partes
agree that the Water Facilities and associated permits and licenses shall be managed and
operated by Company in a manner, which is comparable to and consistent with Company's
management and operation of its other water utilit facilties within the State of Idaho. The parties
further acknowledge that Company shall serve all residential customers as a public utilty, subject
to the jurisdiction of the IPUC.
""': ii.:! i:Du '.ii\ 1~:\\.d\j\~'
Exøi... PAm 25 01 ti
~ .
Exhibit BPag9ot53
8. Owner shall prepare and record (prior to the sale of any lot in the Project) perpetual
restrictive covenants which include, without limitation, that the Water Facilties is or shall be
owned and operated by Company. Company shall cooperate with Owner in the preparation of
such restrictive covenants and shall have the right to approve such restrictive covenants prior to
recordation. Such approval shall not be unreasonably withheld. Owner shall cause a notation to
be made on any subdivision plat of the Project that states that the Water Facilities is or shall be
owned and operated by Company.
9. If the Project is served by a non-potable irrigation System, appropriate back-flow
prevention device(s) shall be required to be installed at no cost to Company. Owner shall
prepare and record (prior to the sale of any lot in the Project) perpetual restrictive covenants
which include, without limitation, that cross-connections are prohibited, and shall delegate to
Company the right to inspect such non-potable irrgation system, enforce such restrictive
covenants, and to remove any such cross-connections. Company shall cooperate with Owner in
the preparation of such restrictive covenants and shall have the right to approve such restrictive
covenants prior to recordation. Such approval shall not be unreasonably withheld.
10. An amount not to exceed Eight Hundre Dollars ($800.00), as more fully described on
Attchment NO.2 attched hereto, which is subject to modification as Adjusted Average
Residential Revenue may change with future rate activity, shall be paid by Company to Owner as
soon as practicable after each lot is conneced to the Water Facilties, as payment for the Source
of Supply; provided, however, such payment shall be made only once per lot, only to bona fide
customers, and not in excess of the original documented advance of construction costs in
connection with the Source of Supply. Provided, further, however, if the Project and/or the
Propert is served by an additional potable Source of Supply, where a portion of the Projects
and/or Propert's Source of Supply is provided by an entity in addition to Owner, the $800
payment referred to in this paragraph shall be paid by Company to Owner and each other such
provider of Sourc of Supply according to the percentage of contribution by Owner and each
other such provider of Source of Supply. The percentage of contribution by Owner and each
other such provider shall be established by Company and set forth in an amendment hereto.
11. All revenue generated by the Water Facilties shall be retained by Company as owner in
compliance with all applicable rules and regulations of the IPUC. Charges applicable to the
Water Facilties shall be the Company's tariff rates for existing customers as approved by the
IPUC, which rates may be amended from time to time. Service shall be provided in compliance
with all applicable rules and regulations of the IPUC.
(a) If the Water Facilties include an existing, non-metered, flat rate system, and the
costs for metering the Water Facilties cannot be justified by Company, the tari
rate shall be equal to the average revenue for the balance of company's
residential customers.
(b) If Company should determine that a flat rate customer is using water in excess of
the average residential customer, the Company wil provide a meter settng and
meter. Customer wil then pay Company's metered tariff rates as approved by
the IPUC, which rates may be amended from time to time.
(c) If a customer prefers to pay Company's approved metered tariff rates, the
customer shall pay the installation and material costs associated with the
installation of a meter setting.
I:i¡iii ¡ Ii ¡ ! ~ , \'.
EXBlm. PAG 26 01 n
.. .ExhB
Page 10 of 53
12. It is agreed by Owner that Owner wil not build at any time hereafter on, in or over any
easement for water pipes or appurtenances any structure, the construction or presence of which
wil endanger or render ineffective or diffcult of accss the water pipes or appurtenances of
Company, or lay other pipes or conduits within two feet (2'), measured horizontally, from said
water pipe except pipes crossing same at right angles in which latter case a minimum distance of
six inches (6") shall be maintained between the pipes. No excavation or blasting shall be carried
on which in any way endangers said water pipes. Provided, however, that should Owner wish to
do so Owner may, at Owner's expense, provide a new location acceptable to Company for said
water pipes and Company wil then move said water pipes and appurtenances to the new
location. The cost of moving and altering and any expenses incident thereto, shall be borne by
Owner. It is further understood and agreed that in case of any damage by Owner or caused by
neglect of Owner to the water pipes or their appurtenances, or other injuries to the propert of
Company in connection therewith, these facilties wil be repaired and brought to proper grade by
Company or Company's contractor at Ownets expense.
13. It is further mutually understoo and agreed that the mains and appurtenances within the
limits of the street, avenues, roads, ways or easement areas whether or not attached to or
serving customers but constructed as part of the expansion shall be and remain the propert of
Company. Company shall have the right to extend any main installed by it pursuant to the terms
of this Agreement in or to other lands, streets, or avenues without incurring any liabilty to Owner
whatsoever.
14. Owner shall be reimbursed in connection with use of the Source of Supply by "late-
comers," that is, bona fide customers who use the Source of the Supply and which customers
own a lot or propert other than a lot in the Project, whereby costs, not in excess of the original
advance of construction costs in connection with the Source of Supply, may be reimbursed to
Owner over a period of fifteen (15) years from the date of transfer of the Water Facilties. Owner
shall not be entitled or receive any reimbursement after fifteen (15) years from the date of this
Agreement.
15. For the purposes of this Agreement, a bona fide customer shall mean any person(s); firm,
company, corporation, association, governmental unit or owner of propert as guarantor furnished
water service of a permanent nature by Owner.
16. Each part shall be excused from further performance under this Agreement as a
consequence of any delays or defaults in the perfrmance of this Agreement unavoidably caused
by the act of any governmental authority, the act of any public enemy, acts of God or the public
enemy. nature, weather, war, war defense condition, strikes, walkouts or other causes beyond
the control of the part whose performance is impaired.
17. The term of this Agreement shall be for fifteen (15) years from the date hereof.
'i1"' !'.. !;lrill ':\Hh:',¡lTt¡~~Llí\t1:-. .?!i(l! i¿n ;~\\,:11:(
I.xøi8I. PAG rJ Of ti
'.. .Ext B
Page 11 of 53
IN WITNESS WHEREOF, the parties hereto, having been duly authorized, have executed this
Agreement this lci day of Al/fet/jT ,2001.
ATTEST:
~e&..u~Ta-'7
I' ~":~'!i, ;;~\ '~';l"¡i.'~, il; .:,-\clC..\,ij(:"
COMPANY:
By:
Its:
President
OWNER:
AND DEVELOPMENT
Exai..y B PAG:I 01 ti
ti ø
as !jùi
~êHlZ q; ..ui ~li il"Ii" ì ~~ Ia=a :1 ti..
~i'~: , i š:; l l ~ I;i~iill -I l i -n -, i 0
~)"," ,LI - ~~!~ l.!: lIl i! .; i ;r;\ '~ , Î'" dlill i! l I ;~Il hili '" ~.. il §! I I -¡Iii! r I l, ¡I i- i ~ili"'j i
ii i li~ l~¡il !i';l i I !trlll" i
it ~ !:i.~~B't! à' fi,i i,'r- '
.: H b ~ i'th ñ i! H
.1111 e II ,il! ! ii i ~ ! I.lI.I~II!! IIUI i
; ~, ~ II !:l! ! II ! 1m:; ~ ;; :; i:¡:. i;- !i ':
ATTACHMT NO. i
t
l"~~
~
i t
l
~N
I .~. ~~
,:(-___)h~oo ,i._ i f._ i ~-,- - -- -!
Ii I
--''t¡
IIr,s ¡,.; J
U- ¡
jl
Ii
i
~ ':.
(â
,
; i~~ :~ (I
l
- ill~ (.-.ami,
~
(§ ê
(â
I WM w:ruiilO")w '-~, ,attl
il ê
,
,3
r
i ... ..1 ....
l------_._----_.._....~~.._--=_':.." r..
I: lC .."
(5 CI CI
-~
i'
'I
I:,"
Ii
~1-.-----------------ii ..: ' ell--11' '¡I: ! 1, ~~ ¡ 1~1l" ¡:. ¡ 'i!Ii ." i if! i~ ¡ ~, _--:___--.---- L t-:
. ,,'/_ -. i".. .....òü..------ 1."
o
l
ì
~I!l
ie lI .
I r"
Uil~
Uli
i il r-i !:· (2
I
-;. .! l ~
0('..
0'h~
\¡~I~lIi. ölnd
Exh 8
Page 120153
~-
;,
zo
ü)5ei
CD
~
~::'"¡:::
l-zo::-JW
CD
s:
cdr-P-..Pi
~
S
Q)+J
en~u:
rl ~
Q).+J0cdZ;3
8 enZ;:
~
0;:be0.r!
E:+Js:
~00
s:0z
ExHIBI B PAG 2t (W t2
6 5
; 1:~ e':
~~~'æ
iäl!
. - ,ExB
Pa 13 of 53
Residential Or Multiple Family Housing
Non Contiguous Water System Agreement
Breakdown of Costs
1. Investment $ 800.00
2. Revenue 332.07
3. Increase in Expenses
O&M 166.70
Ad Valorem ~ 1.23%9.84
Depreciation ~ 2.5%20.00
Total Expenses 196.54
4. Income Before Income Taxes 135.54
5.Debt ~ 53.13% of net investments 454.48
6.Interest on Debt 34.18
7.Taxable Income 101.36
8.Income Tax ~ 40.20%40.75
9.Net Income (line 7-line 8)60.61
10.Income Available for Return 94.79
11. Return 11.85%
ExHlm. 'AG .0192
. .()t.&hB
Page 14 of 53
RESIDENTIA, MUTIPLE F AMIL Y HOUSING,
INUSTR OR MUCIPAL DEVELOPMENT
MAIN EXTENSION AGREEMENT
SUPPLEMENTAL AGREEMENT
CEA NO. 060-C02D334
Ths supplemental agreement shall be attached to and made a par of the water
main extension agreement between UNTED WATER IDAHO and Nampa Charer
SchooL, dated ths 28th day of June, 2002.
It is undersood and agreed by and beteen the paries hereto that the actu
contrbuted cost of the mai extension refered to above is One hundred fort nie
thousand sixty-one and 15/100 DOLLAR ($149,061.15). It is fuer undertood and
agreed that (1) the actual on-site cost is Twenty seven thousand six hundred seventy-eight
and 64/100 DOLLARS ($27,678.64) and (2) the actul off-site cost is One hundred
twenty one thousand thee hundred eigh-two and 51/100 DOLLARS ($121,382.51)
COMPAN
A1:L
/1 i(l l'
UN~,
By ../..
1m /::: ,,::
¡
¡J'-'/
By.A~'/;A4ri-. 1 /~;iST:
K~'142l)O/~-'¡ '-Its
CEA NO. C02D334 - Nampa Charer School
£X. PAÆ 31.92
':2..ExhS
Page 150f~
RESIDENTI, MULTILE FAMY HOUSING, COMMRCIA
INUSTR OR MUCIPAL DEVELOPMENT
WATER MAI EXTENSION AGREEMENT
CEA No. C02D334
AGREEMENT beee UNTED WATER IDAHO INC. hereinfter called the "Company" and
Nama Charer School herinafter called the Applicant.
WHREAS, the Applica ha aplied to the Company for an extension to it ma as follows:
NONRFUABLE COST(S):
Inalation of 4,450' -12" and 235' -8" PVC Water Main-------------------------------$ 118,595.00
Intalation of 1-2" Serce----------------------------------------------_____--------$ 850.00
Insallation of 1-6" Fire Serce------------------------------------------------------$ 1,800.00
United Water Lar and Overhead----------------------------------------------------$ 38,541.00
Total Esimed Contnbuted Cost-----------------------------------------$ 159,786.00
$121,245.00 to be paid to Contacor, $38,541.00 to be paid to United Water Idao
andWHREAS, the Company has ageed to such extenion upon the ten and conditions
hereinafter set forth.
NOW, THEREFORE, in considerion of the prenes and of the mutua covenants and
agee herei contaied THE PARTIES HERETO AGREE AS FOLLOWS:
A. GENERALY
1. For the purses of this ageemen, a bona fide cusome shal mean any peron(s), fi
Company, corpration, association, govertal unit or owner of prope as guantor
fuished water serce of a peent nature by the Company; and the ter "Extenion" shal
mea the water mains and apurences and serce laterals as shown on the atached pla
excluding fie hydrants.
2. The ter of this Agreement shall be for ten (10) yea from the dae hereof
3. The Applicat agee to provide all eaements and right of way, which the Company
conside necessar either from the Applican or from third peons, as the case may be, to assure
the legal feasibility of the Extenion, witout cost to the Company.
4. The aplicant's right to receve monies from off-site connecion is perona to the
Applican and unsignble either as collateral secur or otherise.
5. This Extenion shall be mae in acordace with the rues and regulations, and
specifications of the Company and subjec to the aproval of the Company, which aprovals wil
not be uneasonably withheld.
060-C02D334 - Nama Charer School
ExBl... PAG ii OF 92
"Exh8
Page 16 of 53
RESIDENT, MUTIPLE FAMILY HOUSING, COMMRCIAL, INUSTRI, OR
MUCIPAL DEVELOPMENT WATER MA EXTENSION AGREEMENT (continued)
Page 2
C. WHRE THE APPLICAN HIS A TmRD PARTY CONTRACTOR TO PERFORM
THE EXTNSION
1. Applican hereby aplies to the Company for the sad Extenion of it system and the
Compy agees to allow said Extenion upon the ter and conditions hereiafter set forth and
in accordace with its Rules and Regulations.
2. The Applican hereby ages that it wil hir only those contrors tha have be
apoved by the Company and that it wil reuire all such contracor to comply with the Labor
and Maerls In-Lieu-of-Cash Contrors Rules for Peroimce and Conduct, amexed hereto
and ma a par hereof as exhibit A. The Applicant fuher agee th it wil requir its
contracor to comply, via it contac wit contracor, wit all ter and condiions set fort
herein.
3. The Company estimes that Twenty-one thousd five hundr seven and 11/100
Dollrs ($ 21,507.11) wil be the cost of inalling the said "on-site" Extenion as described
abve includig overhead cost to the Company such as supesion, engieerg, accounng and
legal expnses, Any difference beeen the acua and the amunt contnbuted shall be shown as
a revion of the amunt of contrbution and shall be payable within thir (30) days of
submssion. The acua cost thus fially detered shal be refer to as the "contnbuted cost
of on-site faciliies". If it is necessa to adjus the amunt of Applicant's contrbution, in
acrdace with the ten of this Paragaph, a supplementa merandum wil be prepard
setg fort the "contrbuted cost of on-site failties" and shal be atached hereto and ma a
par hereof
4. The Company estimes tha One hundr th-eight thousd two hundr
seventy-eight and 89/100 Dollrs ($138,278.89) wil be the cost of inlling the said "off-site"
Extenion as described above including overhea cost to the Company such as supesion,
engieerg, accounting and legal expses. Any difference beeen the ac and the amunt
contnbuted shall be shown as a revision of the amun of contnbuion and shall be payable
witin thiry (30) days of submssion. The acua cost thus fially deered shall be refered to
as the "contnbuted cost of off-site facilities". If it is necessar to adjus the amunt of
Applicant's contnbution, in acordace with the ten of this Paragaph, a supplemental
memrandum wil be prepared seting forth the "contrbuted cost of off-site facilities" and shal
be atached hereto and ma apar hereof
5. The Applican agee to advace to th Compy, simuhaeously with th execution of thAgr, the sum of Th-eight thousad fie hundre fort-one and 00/100 Doll
($8,541.00) which resen the cost of the Compy's overhea fee, and such item as
insction and tesing. Such aiwi shal be subjec to reliaton af all such co ar known
and the difference shal be either refude to or collected frm the Applican.
ExI... pAQ 33 or '1
.'.Extbi.B
Pag 17of53
RESIDEN, MUTIPLE FAMILY HOUSING, COMMRCIAL, INUSTR, OR
MUCIPAL DEVELOPME WATER MA EXTNSION AGREEMENT (continued)
Page 3
6. The inallaion shall be subject to the Compy's inson, testing and acce,
however, abence of such inion or tesg by the Company shal not relieve the Applican of
any of its obligatons. The Company shal requie the Aplican and the Applican's contor (via
its cont wi the Applican) to war the work in accoce wih Parh 15 below. The
Compy shal fwer requie the Applican and the Applican's contor (vi it cont wi the
Applicant) to mata inurce as follows:
a) Worer's Compatn wit Stautor lim and any aplicable Fed (e.g.,
Longsho's), and Employer's Lialit of $100,000.
b) Geer Liablity, Compehenive For (includig Pres-Opons; Indepden
Conor' Prtecve; Pruct and Completed Opons; Broad For Pr
Dae; Blanet Co Liability, Perona Inur wit Employm Exclusion
deleted) wit the followin lims and endoemts:
(i) Boly Injur & Prop Dame: Single-Lim $1,00,00
(ii) Pr and Completed Opons to be maed for two (2) yeas) aft
fi paym.
(iii) Prop Dame Lialit Inurance shal prvide X, C and U coverage.
(iv) Ralrad Prteive Lialit Covee as aplicable wit $5,000,00 agegatelim.
c) Comphenive Automobile Liailit: Boly Injur & Pr Dae: Single-Lim
$1,000,000
d) Umbella Exces Liabilit: $5,00,00 over pr inurance
The Company shall be nam as an adona inur on all policies exce Worer'
Compation. All Cefica of Ince shal include a thir (30) day notice prviion for
cacellation or maeral change in covere, exce ten (10) days notice for non-paym of
prum
7. The amunt of said "contrbuted cost for on-site " facilities shall be booked as a
contbution in aid of constction.
8. The amun of said "contrbuted cost for off-site main" shall be booked as a cobutionin aid of concton. However, an aplicant for serce for which the serce lateral (including
lateral to a fie hydrant(s)) wil be diectly conneced to said off-site ma Extenion within ten
(10) yea of the dae of this Agreeent shall desit with the Company one half the cost pe
front foot of the ma Extension times the Applicant(s) total front footage. The cost pe front
EXHlII. PAG 34 Of ti
"EXhibi B
Page 18 of 53
foot shall be the acua cost of the off-site ma Extension divided by the tota serceable
RESIDENT, MUTIPLE FAMIY HOUSING, COMMRCIAL, INUSTR, OR
MUCIPAL DEVELOPMENT WATER MA EXTENSION AGREEMENT (continued)
Page 4
footage. This depsit wil be forwarded to the Applicant wiout interest within thiry (30) days
of receipt by the Company
9. The total monies forwarded to the Applicant shal not exceed the amun of "contnbuted
cost of off-site mas" as describe in Paraph 8, above. All future cusom whose serce
lateral connecs directly to the said "off-site ma(s)" after ten (10) year from the dae of this
Agreeen shall not be subjec to the desit decrbe in Paraph 8 nor shal the Applica be
entitled or receive any remburement afer ten (10) year from the dae of this Agree.
10. It is fuher undeood and agee by and beee the paries hereto tha the Comany's
ageemt to allow consction of the said Extenion is subjec to the Applicant and/or itcontror obtaiing all necssar consen, orde, pe and apovas of public offce or
public bodies havig jursdiction over or lawful interes in any of the subjec maer herein wit
the excepion of spcial pes, such as state highway and railroad pe, which the Comany
is required to obtai. In the event tha the Company, after promp aplication and diligent effort,
is unable to obtai any such spcial pe, or in the event th the Compy is enjoined or
prevented by lawful acton of any such public offcer or offcial body from conscting the said
Extenion, the Company's sole obligation wil be to repay to Applica the said sum Th-four
thousand si hundr eigh-six and 90/100 DOLL ($34,686.90). This amunt shal be
the difference beee the amun advaced and esimed expes incured by the Company in
conjunction with the main Extenion and apurences which ar the subject of this Agemt.
11. It is fuher nntu1y undeood and ageed th the mains and apurences within the
limits of the steet, avenues, road, ways or easem areas, wheter or not atached to or serg
custome but conscted as par of the Extenion shal be and remin the prope of the
Company, its successors and assigns. The Company shal have the right to extend any ma
installed purua to the ter of this Agreeent in or to other lands, stee, or avenues without
incurg any liability to Applicant whatsoever.
12. The Applicat shall require the Contr to use it best effort to conmce and ca
to completon as soon as possible the inallation of said Extenion, havig in mid however,
delays which may be occasioned by weather, ac of God or the public enemy, stes or other
maer not within its contrl.
Applicat agees that before the conmencemen of work by the contror, he or his contacor
wil clearly indicate upon the grund by mea of stakes or in some other equaly positive
maer the exact lines and gr to which the stee, highway, or land in which the said water
pips are to be lad is to be finally buih and that he or his contracor wil grade the said st,
highway, or lad so that it wil be at all points within less tha one (1') foot of the above fiished
grades before the contracor conmences the work of instlling the said water pips. The
Applicant alo agees to require his contracor to stake the exac location and gre of all meter
setings. The contacr, however, shall not lay it pipes according to lines or grads which have
ExHI.T B PAG 35 Of 92
p'..~B.
.. -Page 19 of 53 j'
RESIDENTIA MUTILE FAMY HOUSING, COMMRCIA, INUSTR, OR
MUCIAL DEVEWPMENT WATER MA EXTSION AGREEME (continued)
Page 5
not been apoved. And it is agee that in case of any time, pror to the dedicaion and
accepance as a public stee or highway by the municipality of any steet or highway unde
which water mas are laid in conform with this Agreeent it shall beme necssar to
change or move the said pips or thei apurenances by reason of any chage or aleraton in the
lines or grades of the steet, highway, or lad in which they ar lad, then the expse of such
chage or moving of said pipe and their apurences, and any other expe inciden
thereto, shal be borne by Applican.
14. It is ageed by Applican tha he wil not build or have his contror build, at any tim
hereafter on, in or over the said easemt any stcture, the conscton or presence of which
wil endager or rende ineffective or diffcult of access the water pi or appurences of the
Company, or lay or have lad other pip or conduit within two (2') fee, meured horiontally,
from the said water pip excep pips crossin same at right angles in which later cae a
minimum verical distance of eightee (18") inches shal be mainned beee the pipes. No
excavation or blain shall be cared on which in any way endager the said water pis.
Prvided however, that should the Applicant wish to do so he may at his own expene prvide a
new location aceple to the Company for the said water pi and the Company wil then
move said water pips and apurences to the new locaton. The cost of movig and alerg
and any expes incidet ther, shal be borne by the Applica. It is fuher undeood and
ageed tha in case of any dae by Applicant or his contracor or caused by the negligence of
Applicat or his contracor to the water pips or their apurences, or other injures to the
prope of the Company in connection therith, these facilities wil be repaied and brought to
prope grad by the Company or Compy's contracor at Applicant's expe.
15. The Applican shall have it contor war th the wor peor in inling th
ma and apwtence is free of any defec of equip maeral or workmhip. Such shal
coue fo a peod of two (2) year frm coleton and apva of the Extion or witin such
longer peod of tim as may be prcribe by law. Puuan to the waran, the Aplican's
coor, unde Company supion, shal rem at his own expee any such failur to
cofor or any such defect upn reei of wren notice from the Company wi a reasnable
tim afer the dicover of any failur, defec or dae. In adion, dug the aforeaid war
peod the contor shl remdy at his own expe, unde Company supeion, any dae tore or peona prpe, when th dae is the reult of any such defect of equi, maer
or workhip inalled by the contor. The war with res to work re or relaed
hereude will ru for a peod of one year frm the dae of such re or relacem or shal ru
for the remde of the orgi two yea pe whichever is gr. Dug the war perods
as defied her the contor shal rei the Company for the cost of any emcy
repai undeen by the Compy to maai the sysem in goo working or. Without
liming any other proviion herin conted, these waran prviions shal be incoraed in
Applican's cont with contor. If contor fals to ree the Compy as set for in
EXHIMT. PMl 36 Of 92
"..ExhibitB
Page 20 of 53
REIDENT, MUTILE FAMY HOUSING, COMMCIA INUSTRI, OR
MUCIPAL DEVELOPMENT WATER MA EXTSION AGREEME (continued
Page 6
this Paragaph, within fort-five (45) days of the Comany's reque for such reimburem, th
the Applican hereby ag that it will do so.
16 If the Applicant's contor, fo any ren, should fal to conmce inallaio within
six (60) days of th Agee, the Compy shal have the righ to tee th Agr.
IN WISS WHREOF, the pares hereto have caued these presen to be signed by their
duly authoried offcers this 2. ß tt day of .J U lJ ~ , 2t ~ .
COMPAN
¡¡L
UNED WATER IDAHO INC.
By ~.ln~J
Its ii' cE fBj:
APPLI, cAÑ , /ì, I, , /" / iJ 177 J
By /!;&¿ttZ x: ¿ ftt~its-J ctoJ ~
ExHl... PAG YI Of ti
.
I
t'.. Exhibi B !
Pag 21 of 53
EXHIT A
Labor and Materils In-Ueu-of-Cash Contrcton
Rule for PenorDance and Conduct
The following provide the rues for peormce and conduct for contror peormg work on
water mas, serces and appurenances in water sysem owned by United Water Idao and
those for which it prvides contrac opatons. It is undeoo tha any apoved contracor
tha peonn within the guidelines of the spifications and the rules delineated below, will
rem on the apoval lis of contracor and be allowed to bid on develope fude projec. It
is also undeood tha cotrrs who fail to me these speificaions and rules will be
remved from the list.
The rules for peonnce and condu fal unde six subdvisions, Safet, Maerals, Conduct,
Cont Violatons, Inurance and Unpaid Debis to United Water Idao. Aside from and in
adition to any righ to remve a contracor as graned by law and aside frm and in addiion to
any provision relaing to remval or teration in any contrac executed beee the paes,
remval of a contracor from the apoved lis of contracor wil occur if any of the following
occur.
SAFTY:
· The contracor's Worker's Compation Expence Modificaton Facor is above 1.25.
· In United Water's sole but reaonale discrion, the contracor has operated unde unfe
workig conditions - 1 st time reult in a waring, 2nd tim reuhs in reval of the
contor from the apoved list.
· In United Water's sole but reaonable dicretion, the contror is opeing unde lie
thratening workig conditions will reuh in inmediate teration of the contrr from
curent prjec and remval of the contacor from the apoved list.
MATERIS:
· The contraor instls non-appoved materals in a project - 1 st time result in a waring, 2nd
time result in remval of the contracor from the apoved list.
CONDUCT:
· Refusal to peorm as requir by the United Water Idao insctor, contraor is subject to
ternation from curent project and remval of the contor from the apoved list.
· Proceeing with project without 48-hour notice - i st time result in a waring, 2nd time
result in remva of the contor from the apoved list.
RULES FOR PERFORMCE AN CONDUCT - 1
i:. P4G 31 01 t2
!
I
"
,..ExhibitS
Pa 22 of 53
· The abuse of langue or hostile behavior toward United Water Idao emloyees, public
agency repesentatves and/or the general public - 1st time wil, in United Water's sole butreasonable discretion, result in inudiate teration of the offendig emloyee from
curent and future UWID projecs, 200 time reult in remva of the contracor from the
apoved list.
· Failure to deliver as-built drwings and serce ticket wil result in non-acce of
project.
CONTCT VIOLATIONS:
· Failur to comply with any proviion of the cont beeen United Water Idao and the
contracor.
INSURCE:
· Contacor is required to mantai inurance levels as spcified. No work shall be authoried
if curnt covere does not mee spified limi.
UNAI DEBTS:
· All debt owed to United Water Idao by the contror shal be due and payable on a 30-day
basis. If the contror fails to mae timly payment, United Water Idao may remve the
contacor from the list of apoved contror.
Each contracor mu require tha any subcntacor comply with the requirements outlined
herin, and each contracor mu include apopre prviions, which set fort all of the abve
Rules for Peronnce and Conduct in eah of it cotracs with subcntracor workig on the
Prjec.
REVIW AN REINSTATEMENT
United Water Idao wil conduct anua reviews of exising contracors, new contrars and the
reinatemnt of form contrors on an annual bais in Decbe. Warings wil rem in
effect for 12 months. Any contracor remved from the list of apoved contrors, as
delineaed above, wil rem off of the list for a minimum of 12 months pror to consideionfor reinatem.
RULES FOR PERFORMCE AN CONDUCT - 2
Ex8I. PA. 3t Of 92
(~~()()
RESIDENTIAL, MULTIPLE FAMILY HOUSING,
INDUSTRIA OR MUNICIPAL DEVELOPMENT
MAIN EXTENSION AGREEMENT
SUPPLEMENTAL AGREEMENT
ExhibitS
Page 23 of 53 ED
JUN 0 7 '''''';'.. LU'¡Of
UNITED WATER
CEA NO. 060-C03D395
This supplemental agreement shall be attached to and made a par of the water
main extension agreement between UNITED WATER IDAHO and Triple Crown
Development, LLC, dated this O4th day of October, 2003.
It is understood and agreed by and between the paries hereto that the actual
contributed cost of the main extension referred to above is One hundred fifty four
thousand seven hundred four and 36/100 DOLLARS ($154,704.36). It is furer
understood and agreed that (1) the actual on-site cost is One hundred twenty seven
thousand thee hundred ninety-nine and 09/100 DOLLS ($127.399.09) and (2) the
actual off-site cost is Twenty seven thousand thee hundred five and 28/100 DOLLRS
($27,305.28),
ATlFr~J' ~
COMPAN
UNITED W~~IDAHO
By /#~)Its :; ~J~
ATTEST:
DU~G:u.~
APPUCAN(S) ~
By /k~~
Its ¡¿1"'r t1)Nr'
CEA NO. C03D395 - Belmont Heights Subdivision No.3
ExIl. PAGI'" 01 ti
(t --
ExhibitS
Pae24of53
RESIDENTIL, MULTILE FAMILY HOUSING, COMMRCI
INDUSTR, OR MUNICIPAL DEVELOPMENT
WATER MAIN EXTENSION AGREEMENT
CEA No. C03D395
AGREMENT betee UNTED WATER IDAHO INC. hereinaer called the "Company" and
Triple Crown Development, LLC hereinafter called the Applicant.
WHREAS, the Applicant has applied to the Company for an extension to its mains as follows:
NONRFUABLE COST(S):
Instalation of 1 110'-12",4620'-8" PVC Water Man & 9 Fire Hydrants---$ 119,806.00
Installation of 3 8- 1" Serices------------------------------------------------$ 9,421.00
United Water Laor and Overheads------------------------------------------$ 28,158.00
Total Estmated Contrbuted Cost------------------------------ $ 157,385.00
$129,227.00 to be paid to Contractor, $28,158.00 to be paid to United Water Idaho
andWHREAS, the Company has agee to such extension upon the terms and conditions
hereinafter set forth.
NOW, THFORE, in consideration of the premises and of the mutual covenants and
agreements herein contained, TH PARTIES HERETO AGREE AS FOLLOWS:
A. GENERALY
1. For the purpses of ths agreement, a bona fide customer shall mean any person(s), firm
Company, corporaton, association, goverental unt or owner of propert as guarantor
furnshed water service of a permanent natue by the Company; and the ter "Extension" shall
mean the water mains and appurenances and serce laterals as shown on the attached plan
excluding fire hydrants.
2. The ter of this Ageement shall be for ten (10) years from the date hereof.
3. The Applicant agees to provide all easements and rights of way, which the Company
considers necessa either from the Applicant or from third persons, as the case may be, to assure
the legal feasibility of the Extenion, without cost to the Company.
4. The applicant's right to receive monies from off-site connecions is persona to the
Applicat and unassignable either as collateral secty or otherise.
5. This Extension shall be mae in accordance with the rules and regulations, and
specifications of the Company and subjec to the approval of the Company, which approvals will
not be uneasonably withhld.
060-C03D395 - Belmont Heights Subdivision No.3
EXI B PAi41 0192
et ..EI 8~25of53 '
RESIDENTIAL, MUTIPLE FAMY HOUSING, COMMRCIAL, INUSTRI, OR
MUCIPAL DEVELOPMENT WATER MA EXTNSION AGREEMENT (continued)
Page 2
B. WHRE TH APPLICAN HAS ASKED TH COMPAN TO PERFORM TH EXTNSION
This space intentionally left blan.
C. WHRE TH APPLICAN HIS A TI PARTY CONTCTOR TO PERFORM
TH EXTNSION
1. Applicant hereby applies to the Company for the said Extension of its system, and the
Company agrees to allow said Extension upon the ters and conditions hereinafter set forth and
in accordance with its Rules and Regulations.
2. The Applicant hereby agrees that it will hie only those contactors that have been
approved by the Company and that it will require all such contractors to comply with the Labor
and Materials In-Lieu-of-Cash Contractors Rules for Perormance and Conduct, anexed hereto
and made a par hereof as exhbit A. The Applicant fuher agrees that it will require its
contractor to comply, via its contract with contractor, with all ter and conditions set fort
herein.
3. The Company estimates tht One hundred thirt thousand seven hundred fifteen and
SO/I00 DoUars ($130,715.80) will be the cost of installng the said "on-site" Extension as
descrbed above including overhead cost to the Company such as superision, engineering,
accounting and legal expenses. Any difference betee the ac and the amount contributed
shall be shown as a revision of the amount of contribution and shall be payable withn thiy (30)
days of submission. The actal cost thus finally determined shall be refered to as the
"contrbuted cost of on-site facilties". If it is necessa to adjust the amount of Applicant's
contribution, in accrdance with the ters of this Paragraph, a supplemental memoradum will
be prepared setng fort the "contrbuted cost of on-site facilties" and shall be attched hereto
and made a par hereof
4. The Company estimates that Twenty six thousand six hundred sixty-nine and 20/100
Dollars ($26,669.20) wil be the cost of installing the said "off-site" Extension as described
above including overhead cost to the Company such as superision, engineering, accounting and
legal expenses. Any difference beteen the actal and the amount contrbuted shall be shown as
a revision of the amoun of contribution and shal be payable within thirty (30) days of
submission. The actal cost thus finally deterned shal be referred to as the "contributed cost
of off-site facilties". If it is necssa to adjust the amount of Applican's contribution, in
accordance wih the ters of this Paragaph, a supplemental memorandum will be prepared
seting forth the "contributed cost of off-site facilities" and shall be atthed hereto and mae a
par hereof
5. The Applica agees to advance to the Company, siultaneously with the execution of this
Agreemen, the sum of Twenty eight thousand one hundred fift-eight and 00/100 DoUan
($28,158.00) which represents the cost of the Company's overhea fees, and such items as
ExHIBIT B PAG 42 OF ti
o øa &tB
Pa 26 of 53
RESIDENTAL, MUTIPLE FAMY HOUSING, COMMRCIAL, INUSTR, OR
MUCIPAL DEVELOPMENT WATER MAI EXTNSION AGREEMENT (continued)
Page 3
inspeion and testing. Such amount shall be subjec to recncilaton afer all such costs are known
and the difference shal be either refunded to or colleced from the Applican.
6. The instlation shal be subject to the Compay's inspeion, testing and accee,
however, absence of such inspecon or tesg by the Company shal not relieve the Applica of
any of its obligations. The Company shall require the Applica and the Applica's contor (via
its cont wih the Applican) to waran the work in accordace with Pargrph 15 below. The
Company shall fuher requie the Applican and the Applican's contacor (via its contct wih the
Applicat) to matan insurace as follows:
a) Workers Compension with Staory limits and any applicable Feder (e.g.,
Longshoremen's), and Employets Liabilty of$I00,OOO.
b) Geeral Liability, Comprehenive Form (includig Prmises-Operions; Indepenen
Contors' Protecive; Products and Completed Opons; Broad Form Propey
Dame; Blanet Cont Liabilty, Persona Injury wih Employmen Exclusion
deleted) with the following limits and endorseents:
(i) Bodly Injur & Prope Dame: Single-Limit $1,00,00
(ii) Product and Completed Operions to be maied for two (2) yeas) af
final paymen.
(iii) Proper Damage Liabilty Insuance shall provide X, C and U coverage.
(iv) Raoad Protecve Liability Coverage as applicale wi $5,000,000 aggegate
limit.
c) Comprehensive Automobile Liabilty: Bodily Injur & Prope Damage: Single-Limit
$1,000,000
d) Umbrella Excess Liability: $5,00,00 over prma insurance
The Company shall be named as an additiona insured on all policies excep Workers'
Compensation. All Cerificates of Ince shall include a th (30) day notice provision for
cacellation or materal chage in coverage, except ten (10) days notice for non-payment of
premium.
7. The amount of sad "contributed cost for on-site" facilties shall be booked as a
contribution in aid of constrction.
8. The amount of said "contributed cost for off-site mains" shall be booked as a contbution
in aid of constrction. However, an applicant for serice for which the service lateral (including
laterals to a fire hydrant( s)) will be directly connected to said off-site main Extension within ten
Ex.. B PAÆ.u or t2
Ç)..
ElC 8
Pae 27 of 53
(10) years of the date of this Agreement shall deposit with the Company one half the cost per
RESIDENTIAL, MUTIPLE FAMY HOUSING, COMMRCIAL, INUSTRIAL, OR
MUCIPAL DEVEOPMENT WATER MA EXTNSION AGREEMENT (continued)
Page 4
front foot of the main Extension times the Applicant(s) total front footage. The cost per front
foot shall be the actual cost of the off-site main Extension divided by the total serceable
footage. This deposit will be forwarded to the Applicant without interest within thirty (30) days
of receipt by the Company
9. The total monies forwarded to the Applicant shall not excee the amount of "contrbuted
cost of off-site mains" as described in Paragaph 8, above. All future customers whose serice
laterl connecs direcly to the said "off-site main(s)" after ten (10) years from the date of this
Ageement shal not be subject to the deposit described in Paragraph 8 nor shal the Applicat be
entitled or receive any reimbursement afer ten (10) years from the date of this Ageement.
10. It is fuher understood and ageed by and beteen the paries hereto that the Company's
agreement to allow constcton of the said Extenion is subject to the Applican and/or its
contractor obtaining all necessar consents, orders, pennts and approvals of public offcers or
public bodies having jursdiction over or lawfl interest in any of the subjec matters herein, with
the excepion of special perts, such as state highway and railroad perits, which the Company
is required to obtan. In the event that the Company, after prompt application and dilgent effort,
is unable to obtain any such special pert, or in the event tht the Company is enjoined or
prevented by lawfl action of any such public offcer or offcial body from consructing the said
Extension, the Company's sole obligation wil be to repay to Applican the sad sum Twenty rive
thousand three hundred fourt-two and 20/100 DoUan ($25.32.20). Ths amount shall be
the difference beteen the amount advanced and estimated expenses incurred by the Company in
conjunction with the main Extension and appurenances which are the subject of ths Ageement.
11. It is further mutually underood and agr that the mans and appurtennces within the
limits of the stee, avenues, roads, ways or easment area, whether or not atached to or sering
customers but constrcted as par of the Extension shall be and reman the proper of the
Company, its successors and assigns. The Company shall have the right to extend any main
installed pursuant to the ters of this Ageement in or to other lands, streets, or avenues without
incurrng any liabilty to Applicant whatsoever.
i 2. The Applicat shall require the Contracor to use its best eforts to commence and car
to completion as soon as possible the installation of said Extension, having in mind however,
delays which may be occasioned by weather, acs of God or the public enemy, stries or other
matters not with its control.
Applicant agrees that before the commencement of work by the contractor, he or his contractor
wil clearly indicate upon the ground by means of stakes or in some other equally positive
manner the exact lines and grades to which the street, highway, or land in which the said water
pipes are to be laid is to be finally built and that he or his contractor will grade the sad street
highway, or land so that it wil be at all points within less than one (1') foot of the above finished
grades before the contractor commences the work of installng the said water pipes. The
Ex..B PAG'" 01 t2
-ExhibitS
Pag 28 öf53
RESIDENT, MUTILE FAMY HOUSING, COMMCIA, INUSTRAL, OR
MUCIPAL DEVELOPMENT WATER MA EXSION AGRE (continued)
Page 5
Applicant also agree to require his contractor to ste the exact location and grade of all meter
settings. The contractor, however, shall not lay its pipes according to lines or grades which have
not been approved. And it is agreed that in case of any time, prior to the dedication and
acceptance as a public stree or highway by the municipality of any stree or highway under
which water mans are laid in conformty with this Ageement it shall become necssar to
change or move the said pipes or their appurtenances by reaon of any change or alteration in the
lines or grades of the stree, highway, or land in which they are laid, then the expense of such
change or moving of said pipes and their appurtences, and any other expense incidentl
thereto, shall be borne by Applica.
14. It is agreed by Applicat that he wil not build or have his contractor build, at any time
hereafter on, in or over the said easement any strcte, the consructon or presence of which
will endanger or render ineffecive or diffcult of access the water pipes or appurtences of the
Company, or lay or have laid other pipes or conduits within two (2') feet, measured horiontally,
from the sad water pipe excet pipes crossing same at right angles in which latter case a
minimum vertical distance of eighteen (18") inches shal be maintaned beteen the pipes. No
excavation or blasting shall be cared on which in any way endangers the sad water pipes.
Provided, however, that should the Applicant wish to do so he may at his own expense provide a
new location acceptable to the Company for the said water pipes and the Company will then
move said water pipes and appurenances to the new location. The cost of moving and alterng
and any expenses incident theret, shal be borne by the Applicant. It is fuher understood and
agee that in case of any daage by Applicant or his contractor or caused by the negligence of
Applicant or his contracor to the water pipes or their appurtenaces, or other injuries to the
propery of the Company in connecion therewith, these facilties wil be repaied and brought to
proper grade by the Company or Company's contractor at Applicant's expense.
15. The Aplica shall have its contor war th the work peormed in instllng the
mai and appuenaces is free of any defec of eqipment, maeral or workmanship. Such shal
contue for a perod of two (2) yea from completion and approval of the Extenion or wihi such
longer perod of time as may be prescrbed by law. Pusuan to the warany, the Applica's
contctor, under Company supersion, shall remedy at his own expese any such failure to
conform or any such defec upon receipt of wrtten notce from the Company within a reasonale
time afer the discover of any failure, defect or dage. In addiion, durng the aforesaid waran
perod the contror shall remedy at his own expense, under Company supeision, any damge to
rea or persna prope, when th daage is the reslt of any such defec of equipmen matal
or workmship installed by the contor. The war wi respec to work repaired or replaced
hereunder will ru for a perod of one year from the dae of such repai or replacement or shl ru
for the remaider of th origial two yea peod whichever is grter. Dung the warany perods
as defined herein, the contor shall reimburse the Company for the costs of any emergency
reais underen by the Company to mantai the system in goo workng order. Without
limiting any oter provision herein contned, these waran provisions shall be incorporaed in
ExI.T. 'AG 45 01 ti
~.a
Exh 9
Pag29o~53
RESIDENTAL, MUTILE FAMY HOUSING, COMMCIAL, INUSTRAL, OR
MUCIPAL DEVELOPMENT WATER MA EXTSION AGREEME (contued)
Page 6
Applicants contract with contractor. If contractor fails to reimburse the Company as set forth in
ths Paragaph, withi fort-five (45) days of the Company's request for such reimbursement then
the Applica hereby agees that it will do so.
16 If the Aplican's contor, for any rean, should fail to commence installation wihi
six (60) days of this Ageemen the Company shal have the righ to terate ths Ageemen.
IN WISS WHREOF, the pares hereto have caused these presents to be signed by their
duly authoried offcers this Jf!l day of t)ClD(!v , d0r; .
COMPAN
ATTEST:
~~
By
UNTED WATER IDAHO INC./k7fgc'Vl:;::~Its
ATTEST:~
APPLICAN
By :k~
Î ¡¡ t1 /.L C-Its
ExØI. P4G 46 or ti
A.....W EicB
- Pag 30 of 53
EXIT A
Labor and Materials In-Lieu-of-Cash Contracton
Rules for Peñormance and Conduct
The following provide the rues for pedormance and conduct for contractors perormng work on
water mains, services and appurenances in water systems owned by United Water Idaho and
those for which it provides contrac operations. It is understood that any approved contractor
that perorms within the guidelines of the specifications and the rules delineated below, will
remain on the approval list of contracors and be allowed to bid on developer funded projecs. It
is also understood that contractors who fail to meet these specifications and rules wil be
removed from the list.
The rules for perormce and conduct fall under six subdivisions, Safety, Materals, Conduct,
Contrac Violations, Inance and Unpaid Debits to United Water Idao. Aside from and in
addition to any right to remove a contracor as granted by law and aside from and in addition to
any provision relating to removal or ternation in any contract executed betee the pares,
removal of a contractor from the approved list of contractors will occur if any of the following
occur.
SAFTY:
· The contractor's Worker's Compensation Experence Modification Factor is above 1.25.
· In United Water's sole but reasonable discretion, the contractor has operated under unsafe
working conditions - 1 st time results in a warng, 2nd time results in removal of the
contractor from the approved list.
· In United Water's sole but reasonable discretion, the contracor is operating under life
threatening working conditions will result in immediate terination of the contacor from
curent project and removal of the contractor from the approved list.
MATERIS:
· The contractor instals non-approved materals in a projec - 1 st time results in a warng, 2nd
time results in removal of the contractor from the approved list.
CONDUCT:
· Refusa to perorm as required by the United Water Idaho inspecor, contractor is subject to
termination from current project and removal of the contractor from the approved list.
· Proceding with project without 48-hour notice - 1 st time results in a warng, 2nd time
results in removal of the contracr from the approved list.
RULES FOR PERFORMCE AN CONDUCT - 1
EXHlIl. 'AGE 47 OF 92
-ExibitS
Pag 31 of 53
· The abuse of language or hostile behavior toward United Water Idaho employees, public
agency representatives and/or the general public - iii time will, in United Water's sole but
reasonable disceton, result in immediate termnation of the offending employee from
current and futue UW projects, 2nd time results in removal of the contactor from the
approved list.
· Failure to deliver as-built drawings and service tickets wil result in non-accptance of
projec.
CONTCT VIOLATIONS:
· Failure to comply with any provision of the contr betee United Water Idaho and the
contracor.
INSURCE:
· Contractor is required to maintain insuance levels as specified. No work shal be authoried
if current coverage does not meet specified limits.
UNAI DEBTS:
· All debts owed to United Water Idaho by the contractor shall be due and payable on a 30-day
basis. If the contractor fails to mae timely payment, United Water Idaho may remove the
contractor from the list of approved contractors.
Each contractor must require that any subcontractor comply with the requirements outlined
herein, and each contractor must include appropriate provisions, which set fort all of the above
Rules for Perormce and Conduct in eah of its contacts with subcontracors working on the
Project.
REVIW AN REINSTATEMENT
United Water Idaho will conduct anual reviews of existing contracors, new contractors and the
reinstatement of former contractors on an annual basis in December. Warings wil remain in
effect for i 2 months. Any contractor removed from the list of approved contactors, as
delineated above, wil reman off of the list for a minimum of 12 months prior to consideration
for reinstatement.
RULES FOR PERFORMCE AN CONDUCT - 2
Ex. PAG. Of 92
(
.'"". .Exhbit B
Pag 32 of 53
RECEIVED
JAN 1 7 2007
UNITED WATER
RESIDENTIAL, MULTIPLE HOUSING, COMMERCIAL,
INDUSTRIAL OR MUNICIPAL DEVELOPMENT
MAIN EXTENSION AGREEMENT
SUPPLEMENTAL AGREEMENT
CEA NO. C06D325
This supplemental agreement shall be attached to and made a part of the
water main extension agreement between UNITED WATER IDAHO and Lexington
Meadows, LLC, this 14th day of March, 2006. It is understood and agreed by
and between the parties hereto that the actual contributed cost of the main
extension referred to above is Two hundred forty six thousand one hundred
seventy-three and 211100 DOLLARS ($246,173.21). It is further understood and
agreed that (1) the actual on-site cost is Two hundred forty six thousand one
hundred seventy-three and 211100 DOLLARS (i246, 173.21) and (2) the actual
off-site cost is -0- DOLLARS ($0.00).
COMPANY
AITSfl UNITED~:By .~Its 7~.J(=
ATTEST:
APPLICANT(S)
By ¿-~ /¿: r l /(~-0' _Its 1/ / ,."fr ¿"?~--/
CEA NO. C06D325, Lexington Meadows Subdivision
Ex8I. PAG'" or 92
, .ExS
Pag 33 of 53
RESIDENTIAL, MULTIPLE FAMILY HOUSING, COMMERCIAL,
INDUSTRIAL, OR MUNICIPAL DEVELOPMENT
WATER MAIN EXTENSION AGREEMENT
CEA No. C06D325
AGREEMENT between UNITED WATER IDAHO INC. hereinafter called the "Company" and
LEXINGTON MEADOWS LLC, hereinafter called the Applicant.
WHEREAS, the Applicant has applied to the Company for an extension to its mains as follows:
NONREFUNDABLE COSnS):
Installation of 4155'-12 PVC Water Main ------------------------------------___$ 130,875.00
Instalation of 8-3/4"and 3-1" Services---------------_____________________________$ 12,500.00
Installation of 8 Fire Hydrants----------------______________________________________$ 20,800.00
United Water Labor and Overheads----------------________________________________$ 92.587.00
Total Opinion of Probable Contrbuted Cost-----------------------______$ 256,762.00
$164,175.00 to be paid to Contractor, $92,587.00 to be paid to United Water Idaho
andWHEREAS, the Company has agreed to such extension upon the terms and conditions
hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and of the mutul covenants and
agreements herein contained, THE PARTIES HERETO AGREE AS FOLLOWS:
A. GENERALLY
1. For the puroses of this agreement, a bona fide customer shal mean any person( s), firm,
Company, corpration, association, governenta unt or owner of propert as gutor
fushed water service of a permanent natue by the Company; and the term "Extension" shall
mean the water mains and appurenaces and service laterals as shown on the atthed plan
excluding fire hydrants.
2. The term of ths Agreement shall be for ten (10) years from the date hereof.
3. The Applicant agrees to provide all easements and rights of way, which the Company
considers necessar either from the Applicant or from third persons, as the case may be, to assure
the legal feasibilty of the Extension, without cost to the Company.
4. The applicant's right to receive monies from off-site connections is personal to the
Applicant and unassignable either as collateral securty or otherwse.
5. This Extension shall be made in accordance with the rules and regulations, and
specifications of the Company and subject to the approval of the Company, which approvals wilnot be uneasonably withheld.
060-C06D325 - Lexington Meadows Subdivision
EXHII. PAG. OJ t2
. .Exbi 8
Page 34 of 53
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIP AL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 2
B. WHERE THE APPLICANT HAS ASKED THE COMPANY TO PERFORM THE EXTENSION
This space intentionally left blan.
C. WHERE THE APPLICANT HIRES A THIRD PARTY CONTRACTOR TO PERFORM
THE EXTENSION
1. Applicant hereby applies to the Company for the said Extension of its system, and the
Company agrees to allow said Extension upon the terms and conditions hereinafter set fort and
in accordance with its Rules and Regulations.
2. The Applicant hereby agrees tht it will hire only those contrctors tht have been
approved by the Company and that it will require all such contractors to comply with the Labor
and Materials In-Lieu-of-Cash Contractors Rules for Performance and Conduct, anexed hereto
and made a par hereof as exhibit A. The Applicant fuher agrees that it will require its
contractor to comply, via its contract with contractor, with all terms and conditions set fort
herein.
3. The Company estimates that Two hundred rûty six thousand seven hundred sixty two
and 00/100 Dollars ($256,762.00) will be the cost of installing the said "on-site" Extension as
descnbed above including overhead cost to the Company such as supervision, engineering,
accounting and legal expenses. Any difference between the actul and the amount contrbuted
shall be shown as a revision of the amount of contrbution and shal be payable within thrt (30)
days of submission. The actul cost thus finally determined shall be referred to as the
"contrbuted cost of on-site facilities". If it is necessar to adjust the amount of Applicant's
contrbution, in accordance with the terms of ths Paragraph, a supplemental memorandum will
be prepared setting forth the "contrbuted cost of on-site facilties" and shall be attched hereto
and made a par hereof.
4. The Company estimates that 0 and 00/100 Dollars ($-0-) will be the cost of
instaling thesaid "off-site" Extension as described above including overhead cost to the Company such as
supervision, engineering, accounting and legal expenses. Any difference between the actual and
the amount contrbuted shall be shown as a revision of the amount of contrbution and shall be
payable withn thrt (30) days of submission. The actul cost thus finally determined shal be
referred to as the "contrbuted cost of off-site facilties". If it is necessar to adjust the amount of
Applicant's contrbution, in accordance with the terms of this Pargraph, a supplemental
memorandum will be prepared setting fort the "contnbuted cost of off-site facilties" and shall
be attched hereto and made a par hereof.
5. The Applicant agees to advance to the Company, simultaeously with the execution of thsAgreement, the sum of Ninety two thousand five hundred eighty seven and 00/100 Dollars
($92,587.00) which represents the cost of the Company's overhead fees and such items as
ExHIBI. PAC 51 01 t2
.-EiH8
Pa 35 of 53
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 3
inspection and testing. Such amount shal be subject to reconcilation afer all such costs are known
and the difference shal be either refuded to or collected from the Applicant.
6. The instalation shall be subject to the Company's inspection, testing and acceptace,
however, absence of such inspection or testing by the Company shal not relieve the Applicant of
any of its obligations. The Company shal require the Applicant and the Applicant's contrtor (via
its contrt with the Applicant) to warant the work in accordance with Pargraph 15 below. The
Company shall fuer require the Applicant and the Applicant's contrctor (via its contract with the
Applicat) to mainta insurance as follows:
a) Worker's Compensation with Statutory limits and any applicable Federa (e.g.,
Longshoremen's), and Employer's Liabilty of $100,000.
b) General Liabilty, Comprehensive Form (including Premises-Oprations; Indepndent
Contractors' Protective; Products and Completed Operations; Broad Form Propert
Damage; Blanet Contrtu Liabilty, Personal Injur with Employment Exclusion
deleted) with the followi limits and endorsements:
(i) Bodily Inur & Propert Damage: Single-Limt $1,000,000
(ii) Products and Completed Oprations to be maitaned for two (2) years) afer
fina payment.
(ii) Prope Damage Liabilty Insurce shal provide X, C and U coverage.
(iv) Ralroad Protective Liabilty Coverage as applicable with $5,000,000 aggregate
limit.
c) Comprehensive Automobile Liabilty: Bodily Injur & Propert Damge: Single-Limt
$1,000,000
d) Umbrella Excess Liabilty: $5,000,000 over pri insurance
The Company shall be naed as an additiona inur on al policies except Workers'
Compensation. All Certficates of Inurance shal include a thrt (30) day notice provision for
cancellation or material chage in coverage, except ten (10) days notice for non-payment of
premium.
7. The amount of said "contrbuted cost for on-site " facilties shall be booked as a
contrbution in aid of constrction.
8. The amount of said "contrbuted cost for off-site mains" shall be booked as a contrbution
in aid of constrction. However, an applicant for service for which the service lateral (including
laterals to a fire hydrant(s)) wil be directly connected to said off-site main Extension within ten
(l0) years of the date of this Agreement shall deposit with the Company one half the cost per
ExIl B PAG 51 01 ti
..
Exh 8
Pae 36 of 53
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 4
front foot of the main Extension times the Applicant(s) total front footage. The cost per front
foot shall be the actul cost of the off-site main Extension divided by the total serviceable
footage. This deposit will be forwarded to the Applicant without interest withn thrt (30) days
of receipt by the Company.
9. The total monies forwarded to the Applicant shall not exceed the amount of "contrbuted
cost of off-site mains" as described in Paragraph 8, above. All futue customers whose service
lateral connects directly to the said "off-site main(s)" afer ten (10) years from the date of ths
Agreement shall not be subject to the deposit described in Paragraph 8 nor shall the Applicant be
entitled or receive any reimbursement afer ten (10) years from the date of this Agreement.
10. It is fuher understood and agreed by and between the paries hereto that the Company's
agreement to allow constrction of the said Extension is subject to the Applicant and/or its
contractor obtaining all necessar consents, orders, permits and approvals of public offcers or
public bodies having jursdiction over or lawfl interest in any of the subject matters herein, with
the exception of special permits, such as state highway and railroad permits, which the Company
is required to obtain. In the event that the Company, after prompt application and dilgent effort,
is unable to obtan any such special permit, or in the event that the Company is enjoined or
prevented by lawfl action of any such public offcer or offcial body from constrcting the said
Extension, the Company's sole obligation will be to repay to Applicant the said sum Eighty
three thousand three hundred twenty eight and 30/100 Dollars ($83,328.30). This amount
shall be the difference between the amount advanced and estimated expenses incurred by the
Company in conjunction with the man Extension and appurenances which are the subject of
this Agreement.
11. It is fuer mutully understood and agreed that the mains and appurenances within the
limits of the street, avenues, roads, ways or easement areas, whether or not attched to or serving
customers but constrcted as par of the Extension shal be and remain the property of the
Company, its successors and assigns. The Company shall have the right to extend any main
instaled puruant to the terms of ths Agreement in or to other lands, streets, or avenues without
incurng any liabilty to Applicant whatsoever.
12. The Applicant shall require the Contrctor to use its best efforts to commence and car
to completion as soon as possible the instalation of said Extension, having in mind however,
delays which may be occasioned by weather, acts of God or the public enemy, strikes or other
matters not within its control.
Applicant agrees that before the commencement of work by the contractor, he or his contractor
will clearly indicate upon the ground by means of staes or in some other equally positive
maner the exact lines and grades to which the street, highway, or land in which the said water
pipes are to be laid is to be finally built and that he or his contractor wil grade the said street,
highway, or land so that it will be at all points within less tha one (1') foot of the above finishedgrades before the contractor commences the work of installing the said water pipes. The
Exwlt. PAG 53 OF ti
~ita
Pag 37 of 53
Applicant also agrees to require his contractor to stake the exact location and grade of all meter
RESIDENTIAL, MULTIPLE FAMILY HOUSING, COMMERCIAL, INUSTRL, OR
MUICIPAL DEVELOPMENT WATER MA EXTENSION AGREEMENT (continued)
Page 5
settings. The contractor, however, shall not lay its pipes according to lines or grades which have
not been approved. And it is agreed that in case of any time, pnor to the dedication and
acceptace as a public street or highway by the municipality of any street or highway under
which water mains are laid in conformity with this Agreement it shall become necessar to
change or move the said pipes or their appurenances by reason of any change or alteration in the
lines or grades of the street, highway, or land in which they are laid, then the expense of such
change or moving of said pipes and their appurenances, and any other expense incidental
thereto, shall be borne by Applicant.
14. It is agreed by Applicant tht he will not build or have his contractor build, at any time
hereafter on, in or over the said easement any strctue, the constrction or presence of which
will endanger or render ineffective or diffcult of access the water pipes or appurenances of the
Company, or lay or have laid other pipes or conduits withn two (2') feet, measured horizontaly,
from the said water pipe except pipes crossing same at right angles in which latter case a
minium vertical distace of eighteen (18") inches shall be maintained between the pipes. No
excavation or blasting shall be cared on which in any way endangers the said water pipes.
Provided, however, that should the Applicant wish to do so he may at his own expense provide a
new location acceptable to the Company for the said water pipes and the Company will then
move said water pipes and appurenances to the new location. The cost of moving and altering
and any expenses incident thereto, shal be borne by the Applicant. It is fuher understood and
agreed that in case of any damage by Applicant or his contractor or caused by the negligence of
Applicant or his contractor to the water pipes or their appurenances, or other injures to the
property of the Company in connection therewith, these facilties will be repaired and brought to
proper grade by the Company or Company's contractor at Applicant's expense.
15. The Applicat shal have its contrtor wart that the work performed in intaling the
main and appurenances is free of any defect of equipment, matenal or workmanship. Such sha
contiue for a period of two (2) year from completion and approval of the Extension or with such
longer penod of time as may be prescribed by law. Puruat to the warty, the Applicant's
contrtor, under Company supervsion, shall remedy at his own expense any such failure to
conform or any such defect upon receipt of wrtten notice from the Company with a reasonable
time afer the discovery of any failure, defect or daage. In addition, durng the aforesaid warty
period, the contrtor shall remedy at his own expee, under Company supeision, any dae to
real or persona propert, when that daage is the result of any such defect of equipment, materal
or workmanhip instaled by the contrctor. The waranty with respect to work repaied or replaced
hereunder will ru for a period of one yea from the date of such repair or replacment or shall ru
for the remaier of the onginal two year period, whichever is grter. Durng the waranty penods
as defined herein, the contractor shal reimburse the Company for the costs of any emergency
repais underten by the Company to maita the system in good workig order. Without
limiting any other provision herein contaed, these waranty provisions shall be incorprated in
Exøiwr. PAC 54 0"'2
..
Exhib B
Pag 38 of 53
Applicant's contract with contractor. If contractor fails to reimburse the Company as set forth in
EXBar B PMi 55 OF ti
..
Exhbit B
Pag 39 of 53
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIA, INDUSTRIL, OR
MUICIPAL DEVELOPMENT WATER MA EXTENSION AGREEMENT (continued)
Page 6
ths Paragraph, with fort-five (45) days of the Company's request for such reimbursement, then
the Applicant hereby agees that it wil do so.
16 If the Applicant's contrtor, for any reason, should fail to commence instalation with
sixty (60) days of this Agreement, the Company shall have the right to ternate ths Agreement.
IN WITNESS WHEREOF, the paries hereto have caused these presents to be signed by theirduly authorized offcers this 1'9 lJ day of ~ , 2006.
COMPANY
By
Its
ATTEST:
APPLICANTBy~£-"~
Its C2c..~e:~/k.5 r~~ /7
EXBI... PAG56ort2
.. ExS
Pag 40 of 53
EXHIBIT A
Labor and Materials In-Lieu-of-Cash Contractors
Rules for Penormance and Conduct
The following provide the rules for performance and conduct for contractors performing work on
water mains, services and appurenances in water systems owned by United Water Idaho and
those for which it provides contract operations. It is understood that any approved contractor
that performs within the guidelines of the specifications and the rules delineated below, will
remain on the approval list of contractors and be allowed to bid on developer fuded projects. It
is also understood that contractors who fail to meet these specifications and rules wil be
removed from the list.
The rules for performance and conduct fall under six subdivisions, Safety, Materials, Conduct,
Contract Violations, Insurance and Unpaid Debits to United Water Idaho. Aside from and in
addition to any right to remove a contractor as granted by law and aside from and in addition to
any provision relating to removal or termination in any contract executed between the paries,
removal of a contractor from the approved list of contractors will occur if any of the following
occur.
SAFETY:
· The contractor's Worker's Compensation Experience Modification Factor is above 1.25.
· In United Water's sole but reasonable discretion, the contrctor has operated under unsafe
working conditions - 1 st time results in a warng, 2nd time results in removal of the
contractor from the approved list.
· In United Water's sole but reasonable discretion, the contractor is operating under life
threatening working conditions will result in immediate termination of the contractor from
curent project and removal of the contractor from the approved list.
MATERIALS:
· The contractor installs non-approved materials in a project - 1 st time results in a waring, 2nd
time results in removal of the contractor from the approved list.
CONDUCT:
· Refusal to perform as required by the United Water Idaho inspector, contractor is subject to
termination from curent project and removal of the contractor from the approved list.
· Proceeding with project without 48-hour notice - l5t time results in a warng, 2nd time
results in removal of the contractor from the approved list.
RULES FOR PERFORMNCE AND CONDUCT - 1
Ex... PAG 57 or t2
.-ExhS
Pag 41 of 53
· The abuse of language or hostile behavior toward United Water Idaho employees, public
agency representatives and/or the general public - 1 st time will, in United Water's sole but
reasonable discretion, result in immediate termination of the offending employee from
current and future UWID projects, 2nd time results in removal of the contractor from the
approved list.
· Failure to deliver as-built drawings and service tickets will result in non-acceptance of
project.
CONTRACT VIOLATIONS:
· Failure to comply with any provision of the contract between United Water Idaho and the
contractor.
INSURANCE:
· Contractor is required to maintan insurance levels as specified. No work shall be authorized
if curent coverage does not meet specified limits.
UNPAID DEBTS:
· All debts owed to United Water Idaho by the contractor shall be due and payable on a 30-day
basis. If the contractor fails to make timely payment, United Water Idaho may remove the
contractor from the list of approved contractors.
Each contractor must require that any subcontractor comply with the requirements outlined
herein, and each contractor must include appropriate provisions, which set fort all of the above
Rules for Performance and Conduct in each of its contracts with subcontractors working on the
Project.
REVIEW AND REINSTATEMENT
United Water Idaho wil conduct anual reviews of existing contractors, new contractors and the
reinstatement of former contrctors on an anual basis in December. Warngs will remain in
effect for 12 months. Any contractor removed from the list of approved contractors, as
delineated above, will remain off of the list for a minimum of 12 months prior to consideration
for reinstatement.
RULES FOR PERFORMANCE AND CONDUCT - 2
EXHlar. PAG. 01 tz
(I,,'
"-"!"~Y:':,'-"'~~Vi LaPage4aof53
¡,
RESIDENTIAL, MULTIPLE FAMILY HOUSING, COMMERCIAL,
INDUSTRIAL, OR MUNICIPAL DEVELOPMENT
WATER MAIN EXTENSION AGREEMENT
CEA No. C07D332
AGREEMENT between UNITED WATER IDAHO INC. hereinafter called the "Company" and
PATRIOT CAPIT AL~~C, hereinaer called the Applicant.
WHEREAS, the Appli ant has applied to the Company for an extension to its mains as follows:
NONREFUNDABLE COSnS):
Installation of 250'-4",2045'-8" and 5650'-12" PVC Water Mains---------$ 304,167.90
Installation of 34-1" Services-----------------______________________________-----__$ 20,978.00
Installation of 7 Fire Hydrants------------------_____________________________----__$ 24,150.00
United Water Labor and Overheads------------------_____________________________$ 64,524.00
Total Opinion of Probable Contributed Cost----------------------------$ 413,819.90
$349,295.90 to be paid to Contractor, $64,524.00 to be paid to United Water Idaho
andWHEREAS, the Company has agreed to such extension upon the terms and conditions
hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and
agreements herein contained, THE PARTIES HERETO AGREE AS FOLLOWS:
A. GENERALLY
1. For the purposes of this agreement, a bona fide customer shall mean any person(s), firm,
Company, corporation, association, governmental unit or owner of property as guarantor
furnished water service of a permanent nature by the Company; and the term "Extension" shall
mean the water mains and appurtenances and service laterals as shown on the attached plan
excluding fire hydrants.
2. The term of this Agreement shall be for ten (10) years from the date hereof.
3. The Applicant agrees to provide all easements and rights of way, which the Company
considers necessary either from the Applicant or from third persons, as the case may be, to assure
the legal feasibility of the Extension, without cost to the Company.
4. The applicant's right to receive monies from off-site connections is personal to the
Applicant and unassignable either as collateral security or otherwise.
5. This Extension shall be made in accordance with the niles and regulations, and
specifications of the Company and subject to the approval of the Company, which approvals wilnot be unreasonably withheld.
060-C07D332- Brittania Heights Subdivision
ExHl... PAG" Of t1
....eide
Pd. 43 of 53,
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 2
B. WHERE THE APPLICANT HAS ASKED THE COMPANY TO PERFORM THE EXTENSION
This space intentionally left blank.
C. WHERE THE APPLICANT HIRES A THIRD PARTY CONTRACTOR TO PERFORM
THE EXTENSION
1. Applicant hereby applies to the Company for the said Extension of its system, and the
Company agrees to allow said Extension upon the terms and conditions hereinafter set forth and
in accordance with its Rules and Regulations.
2. The Applicant hereby agrees that it wil hire only those contractors that have been
approved by the Company and that it wil require all such contractors to comply with the Labor
and Materials In- Lieu-of-Cash Contractors Rules for Performance and Conduct, annexed hereto
and made a par hereof as exhibit A. The Applicant further agrees that it wil require its
contractor to comply, via its contract with contractor, with all terms and conditions set forth
herein.
3. The Company estimates that Two hundred fort one thousand five hundred eightt
two and 49/100 Dollars ($241,582.49) will be the cost of installng the said "on-site" Extension
as described above including overhead cost to the Company such as supervision, engineering,
accounting and legal expenses. Any difference between the actual and the amount contributed
shall be shown as a revision of the amount of contribution and shall be payable within thirty (30)
days of submission. The actual cost thus finally determined shall be referred to as the
"contributed cost of on-site facilties". If it is necessary to adjust the amount of Applicant's
contribution, in accordance with the terms of this Paragraph, a supplemental memorandum will
be prepared setting forth the "contributed cost of on-site facilities" and shall be attached hereto
and made a par hereof.
4. The Company estimates that One hundred seventt two thousand two hundred thirt
seven and 511100 Dollars ($172,237.51) wil be the cost of installing the said "off-site"
Extension as described above including overhead cost to the Company such as supervision,
engineering, accounting and legal expenses. Any difference between the actual and the amount
contributed shall be shown as a revision of the amount of contribution and shall be payable
within thirty (30) days of submission. The actual cost thus finally determined shall be referred to
as the "contributed cost of off-site facilities". If it is necessary to adjust the amount of
Applicant's contribution, in accordance with the terms of this Paragraph, a supplemental
memorandum will be prepared setting forth the "contributed cost of off-site facilities" and shall
be attached hereto and made a part hereof.
5. The Applicant agrees to advance to the Company, simultaneously with the execution of thisAgreement, the sum of Sixty four thousand five hundred twenty four and 00/100 Dollars
($64,524.00) which represents the cost of the Company's overhead fees and such items as
Ex. PMa li Of t2
ca .e&
Pag 44 of 53
"
RESIDENTIAL, MUL TIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 3
inspection and testing. Such amount shall be subject to reconcilation after all such costs are known
and the difference shall be either refuded to or collected from the Applicant.
6. The installation shall be subject to the Company's inspection, testing and acceptance,
however, absence of such inspection or testing by the Company shall not relieve the Applicant of
any of its obligations. The Company shall require the Applicant and the Applicant's contractor (via
its contract with the Applicant) to warant the work in accordance with Paragraph 15 below. The
Company shall further require the Applicant and the Applicant's contractor (via its contract with the
Applicant) to maintain insurance as follows:
a) Worker's Compensation with Statutory limits and any applicable Federa (e.g.,
Longshoremen's), and Employer's Liability of$100,000.
b) General Liabilty, Comprehensive Form (including Premises-Operations; Independent
Contractors' Protective; Products and Completed Operations; Broad Form Propert
Damage; Blanet Contractual Liabilty, Personal Injur with Employment Exclusion
deleted) with the followig limits and endorsements:
(i) Bodily Injury & Propert Damage: Single-Limit $1,000,000
(ii) Products and Completed Operations to be maintained for two (2) years) after
final payment.
(iii) Propert Damage Liabilty Insurance shal provide X, C and U coverage.
(iv) Ralroad Protective Liability Coverage as applicable with $5,000,000 aggregate
limit.
c) Comprehensive Automobile Liabilty: Bodily Injur & Propert Damage: Single-Limit
$1,000,000
d) Umbrella Excess Liability: $5,000,000 over prima insurance
The Company shall be named as an additional insured on all policies except Workers'
Compensation. All Certificates of Insurance shall include a thirt (30) day notice provision for
cancellation or material change in coverage, except ten (10) days notice for non-payment of
premiwn.
7. The amount of said "contributed cost for on-site .. facilities shall be booked as a
contribution in aid of construction.
8. The amount of said "contributed cost for off-site mains" shall be booked as a contribution
in aid of construction. However, an applicant for service for which the service lateral (including
laterals to a fire hydrant(s)) will be directly connected to said otT-site main Extension within ten
I:m... PAG 6.. t2
~\J C8 -ExhblB
Pag 45 of 53
(10) years of the date of this Agreement shall deposit with the Company one half the cost per
RESIDENTIAL, MULTIPLE FAMILY HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 4
front foot of the main Extension times the Applicant(s) total front footage. The cost per front
foot shall be the actual cost of the off-site main Extension divided by the total serviceable
footage. This deposit wil be forwarded to the Applicant without interest within thirty (30) days
of receipt by the Company.
9. The total monies forwarded to the Applicant shall not exceed the amount of "contributed
cost of off-site mains" as described in Paragraph 8, above. All future customers whose service
lateral connects directly to the said "off-site main(s)" after ten (l0) years from the date of this
Agreement shall not be subject to the deposit described in Paragraph 8 nor shall the Applicant be
entitled or receive any reimbursement after ten (10) years from the date of this Agreement.
10. It is further understood and agreed by and between the paries hereto that the Company's
agreement to allow construction of the said Extension is subject to the Applicant and/or its
contractor obtaining all necessary consents, orders, permits and approvals of public offcers or
public bodies having jurisdiction over or lawful interest in any of the subject matters herein, with
the exception of special permits, such as state highway and railroad permits, which the Company
is required to obtain. In the event that the Company, afer prompt application and diligent effort,
is unable to obtain any such special permit, or in the event that the Company is enjoined or
prevented by lawfl action of any such public offcer or offcial body from constructing the said
Extension, the Company's sole obligation wil be to repay to Applicant the said sum Fifty eight
thousand sixty eight and 00/100 Dollars ($58,068.00). This amount shall be the difference
between the amount advanced and estimated expenses incured by the Company in conjunction
with the main Extension and appurtenances which are the subject of this Agreement.
11. It is fuher mutually understood and agreed that the mains and appurtenances within the
limits of the street, avenues, roads, ways or easement areas, whether or not attached to or serving
customers but constructed as par of the Extension shall be and remain the property of the
Company, its successors and assigns. The Company shall have the right to extend any main
installed pursuant to the terms of this Agreement in or to other lands, streets, or avenues without
incurring any liability to Applicant whatsoever.
12. The Applicant shall require the Contractor to use its best efforts to commence and carr
to completion as soon as possible the installation of said Extension, having in mind however,
delays which may be occasioned by weather, acts of God or the public enemy, strikes or other
matters not within its control.
Applicant agrees that before the commencement of work by the contractor, he or his contractor
will clearly indicate upon the ground by means of stakes or in some other equally positive
manner the exact lines and grades to which the street, highway, or land in which the said water
pipes are to be laid is to be finally built and that he or his contractor will grade the said street,
highway, or land so that it wil be at all points within less than one (l') foot of the above finishedgrades before the contractor commences the work of installing the said water pipes. The
Exll. PAGa 62 01 t2
..
..C'.."":e'~:'.~8P946of53
Applicant also agrees to require his contractor to stake the exact location and grade of all meter
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 5
settings. The contractor, however, shall not lay its pipes according to lines or grades which have
not been approved. And it is agreed that in case of any time, prior to the dedication and
acceptance as a public street or highway by the municipality of any street or highway under
which water mains are laid in conformity with this Agreement it shall become necessar to
change or move the said pipes or their appurtenances by reason of any change or alteration in the
lines or grades of the street, highway, or land in which they are laid, then the expense of such
change or moving of said pipes and their appurenances, and any other expense incidental
thereto, shall be borne by Applicant.
i 4. It is agreed by Applicant that he wil not build or have his contractor build, at any time
hereafter on, in or over the said easement any structure, the construction or presence of which
wil endanger or render ineffective or diffcult of access the water pipes or appurtenances of the
Company, or lay or have laid other pipes or conduits within two (2') feet, measured horizontally,
from the said water pipe except pipes crossing same at right angles in which latter case a
minimum vertical distance of eighteen (i 8") inches shall be maintained between the pipes. No
excavation or blasting shall be caried on which in any way endangers the said water pipes.
Provided, however, that should the Applicant wish to do so he may at his own expense provide a
new location acceptable to the Company for the said water pipes and the Company wil then
move said water pipes and appurtenances to the new location. The cost of moving and altering
and any expenses incident thereto, shall be borne by the Applicant. It is further understood and
agreed that in case of any damage by Applicant or his contractor or caused by the negligence of
Applicant or his contractor to the water pipes or their appurenances, or other injuries to the
property of the Company in connection therewith, these facilities wil be repaired and brought to
proper grade by the Company or Company's contractor at Applicant's expense.
15. The Applicant shall have its contractor warant that the work performed in installing the
main and appurenances is free of any defect of equipment, material or workmanship. Such shall
continue for a period of two (2) years from completion and approval of the Extension or within such
longer period of time as may be prescribed by law. Pursuat to the waranty, the Applicant's
contractor, under Company supervision, shall remedy at his own expense any such failure to
conform or any such defect upon receipt of wrtten notice from the Company within a reasonable
time after the discovery of any failure, defect or damage. In addition, durng the aforesaid waranty
period, the contractor shall remedy at his own expense, under Company supervision, any damage to
real or personal propert, when that damage is the result of any such defect of equipment, material
or workmanship installed by the contractor. The waranty with respect to work repaired or replaced
hereunder wil ru for a period of one year from the date of such repair or replacement or shall run
for the remainder of the original two year period, whichever is greater. During the warranty periods
as defined herein, the contractor shall reimburse the Company for the costs of any emergency
repairs undertaken by the Company to maintain the system in good working order. Without
limiting any other provision herein contained, these waranty provisions shall be incorporated in
Applicant's contract with contractor. If contractor fails to reimburse the Company as set forth in
EXHBI. ,.u l3 or ti
.fa..exh~
Pag 47 of 53
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 6
this Paragraph, within forty-five (45) days of the Company's request for such reimbursement, then
the Applicant hereby agrees that it wil do so.
16 If the Applicant's contractor, for any reason, should fail to commence installation within
sixty (60) days of this Agreement, the Company shall have the right to terminate this Agreement.
IN WITSS WHEREOF, the p'£es hereto have caused these presents to be signed by their
duly authorized officers this et day of , ~¥~ , 2007.
COMPANY
ATTEST:
~1l~
:I~;
Ex8I. PAG" Of t2
..ete
Pae 48 of 53
EXHIBIT A
Labor and Materials In-Lieu-of-Cash Contractors
Rules for Performance and Conduct
The following provide the rules for performance and conduct for contractors performing work on
water mains, services and appurenances in water systems o\\ned by United Water Idaho and
those for which it provides contract operations. It is understood that any approved contractor
that performs within the guidelines of the specifications and the rules delineated below, will
remain on the approval list of contractors and be allowed to bid on developer funded projects. It
is also understood that contractors who fail to meet these specifications and rules wil be
removed from the list.
The rules for performance and conduct fall under six subdivisions, Safety, Materials, Conduct,
Contract Violations, Insurance and Unpaid Debits to United Water Idaho. Aside from and in
addition to any right to remove a contractor as granted by law and aside from and in addition to
any provision relating to removal or termination in any contract executed between the paries,
removal of a contractor from the approved list of contractors wil occur if any of the following
occur.
SAFETY:
· The contractor's Worker's Compensation Experience Modification Factor is above 1.25.
· In United Water's sole but reasonable discretion, the contractor has operated under unsafe
working conditions - 15t time reslllts in a waring, 2nd time results in removal of the
contractor from the approved list.
· In United Water's sole but reasonable discretion, the contractor is operating under life
threatening working conditions wil result in immediate termination of the contractor from
curent project and removal of the contractor from the approved list.
MATERIALS:
· The contractor installs non-approved materials in a project - 15t time results in a warning, 2nd
time results in removal of the contractor from the approved list.
CONDUCT:
· Refusal to perform as required by the United Water Idaho inspector, contractor is subject to
termination from current project and removal of the contractor from the approved list.
· Proceeding with project without 48-hour notice - 151 time results in a warning, 2nd time
results in removal of the contractor from the approved list.
RULES FOR PERFORMANCE AND CONDUCT - 1
1'. PAG l5 01 t2
(I .~B
Page 49 of 53
· The abuse of language or hostile behavior toward United Water Idaho employees, public
agency representatives and/or the general public - 1 st time wil, in United Water's sole but
reasonable discretion, result in immediate termination of the offending employee from
current and future UWID projects, 2nd time results in removal of the contractor from the
approved list.
· Failure to deliver as-built drawings and service tickets wil result in non-acceptance of
project.
CONTRACT VIOLATIONS:
· Failure to comply with any provision of the contract between United Water Idaho and the
contractor.
INSURANCE:
· Contractor is required to maintain insurance levels as specified. No work shall be authorized
if current coverage does not meet specified limits.
UNPAID DEBTS:
· All debts owed to United Water Idaho by the contractor shall be due and payable on a 3D-day
basis. If the contractor fails to make timely payment, United Water Idaho may remove the
contractor from the list of approved contractors.
Each contractor must require that any subcontractor comply with the requirements outlined
herein, and each contractor must include appropriate provisions, which set forth all of the above
Rules for Performance and Conduct in each of its contracts with subcontractors working on the
Project.
REVIEW AND REINSTATEMENT
United Water Idaho wil conduct annual reviews of existing contractors, new contractors and the
reinstatement of former contractors on an annual basis in December. Warnings wil remain in
effect for 12 months. Any contractor removed from the list of approved contractors, as
delineated above, wil remain off of the list for a minimum of i 2 months prior to consideration
for reinstatement.
RULES FOR PERFORMANCE AND CONDUCT - 2
Ex8Ia '.v,,0It2
, .i)))Eic8
PlSOot53
RESIDENTIAL, MULTIPLE FAMILY HOUSING, COMMERCIAL,
INDUSTRIAL, OR MUNICIPAL DEVELOPMENT
WATER MAIN EXTENSION AGREEMENT
CEA No. C07D407
AGREEMENT between UNITED WATER IDAHO INC. hereinafter called the "Company" and
VICTORY CHARTER SCHOOL, hereinafter called the Applicant.
WHEREAS, the Applicant has applied to the Company for an extension to its mains as follows:
NONREFUNDABLE CaSTeS):
Installation of260'-8" and 1280'-12" PVC Water Mains and 3-Fire Hydrants---$ 109,926.00
Installation of 2-2" Domestic Services--------------------------------------------------$ 3,818.00
Installation of 1-6" and 1-8" Fire Service-----------------------------------------------$ 3,819.00
Total Opinion of Probable Contributed Cost----------------------------------$ 117,563.00
and
WHEREAS, the Company has agreed to such extension upon the terms and conditions
hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and
agreements herein contained, THE PARTIES HERETO AGREE AS FOLLOWS:
A. GENERALLY
1. F or the purposes of this agreement, a bona fide customer shall mean any person( s), firm,
Company, corporation, association, governental unit or owner of property as guarantor
furnished water service of a permanent nature by the Company; and the term "Extension" shall
mean. the water mains and appurtenances and service laterals as shown on the attached plan
excluding fire hydrants.
2. , The term of this Agreement shall be for ten (10) years from the date hereof.
3. The Applicant agrees to provide all easements and rights of way, which the Company
considers necessary either from the Applicant or from third persons, as the case may be, to assure
the legal feasibility of the Extension, without cost to the Company.
4. The applicant's right to receive monies from off-site connections is personal to the
Applicant and unassignable either as collateral security or otherwise.
5. This Extension shall be made in accordance with the rules and regulations, and
specifications of the Company and subject to the approval of the Company, which approvals will
not he unreasonably withheld.
060-C07D407- Victory Charer School
hui... PAG" 01 ti
. .))(~B
PI 51 of 53
RESIDENTIAL, MULTIPLE F AMIL Y HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 2
B. WHERE THE APPLICANT HAS ASKED THE COMPANY TO PERFORM THE
EXTENSION
I. Applicant hereby applies to the Company for the said Extension of its system and the
Company agrees to construct the said Extension upon the terms and conditions hereinafter set
forth and in accordance with its Rules and Regulations.
2. Applicant shall contribute to the Company upon the execution hereof the sum of One
hundred seventeen thousand five hundred sixty three and 00/100 Dollars ($117,563.00)
which amount the Company estimates to be the cost of installng the said "on-site" Extension as
described above including overhead cost to the Company such as supervision, engineering,
accounting, legal expenses and the cost' of obtaining any necessar governmental permits. Any
difference between the actual and the amount contributed shall be shown as a revision of the
amount of contribution and shall be payable within thirty (30) days of submission. The actual
cost thus finally determined shall be referred to as the "contributed cost of on-site facilities". If it
is necessary to adjust the amount of Applicant's contribution, in accordance with the terms of
this Paragraph, a supplemental memorandum wil be prepared setting forth the "contributed cost
of on-site facilities" and shall be attached hereto and made a part hereof.
3. Applicant shall contribute to the Company upon the execution hereof the sum of -0-
thousand -0- and 00/100 Dollars ($-0-) which amount the Company estimates to be the cost of
installng the said off-site main Extension including overhead cost to the Company such as
supervision, engineering, accounting, legal expenses and the cost of obtaining any necessary
governmental permits. Any difference between the actual and the amount contributed shall be
shown asa revision of the amount contributed and shall be payable within thirty (30) days of
submission. The actual cost thus finally determined shall be referred to as the "contributed cost
of ofT-site mains". If it is necessary to adjust the amount of Applicant's advance, in accordance
with the terms of this Paragraph, a supplemental memorandum wil be prepared setting forth the
"contributed cost of off-site mains" and shall be attached hereto and made a part hereof.
4. The Company will use its best efforts to commence and carry to completion as soon as
possible the installation of said Extension, having in mind however, delays which may be
occasioned by weather, acts of God or the public enemy, strikes or other matters not within its
control.
5. The amount of "contributed costs for on-site" fàcilities shall be retained by the Company
and booked as a contribution in aid of construction.
6. The amount of "contributed costs for otT-site mains" shall be retained by the Company
and hooked as a contribution in aid of construction. However, an applicant tor service tèir which
the service lateral (including laterals to a tire hydrant(s)) will be directly connected to said ofT-
site main Extension within ten (i 0) years of the date of this Agreement shall deposit with the
Company one haltthe cost per front foot of the main Extension times the Applicant(s) total front
ExIKf. PAG" Oft2
()()l)
" Exh 8
PI 52 of 53
RESIDENTIAL, MULTIPLE F AMIL Y HOUSfNG, COMMERCIAL, INDUSTRIAL OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 3
footage. The cost per front foot shall be the actual cost of the off-site main Extension divided by
the total serviceable footage. This deposit will be forwarded to the Applicant without interest
within thirty (30) days of receipt by the Company.
7. The total monies forwarded to the Applicant shall not exceed the amount of "contributed
cost of otT-site mains" as described in Paragraph 3. All future customers whose service lateral
connects directly to the said "off-site main(s)" atter ten (10) years from the date of this
agreement shall not be subject to the deposit described in Paragraph 6 nor shall the Applicant be
entitled or receive any reimbursement after ten (l 0) years from the date of this Agreement.
8. It is further understood and agreed by and between the parties hereto that the Company's
agreement to construct the said Extension is subject to the Company obtaining all necessary
consents, orders, permits and approvals of public offcers or public bodies having jurisdiction
over or lawful interest in any of the subject matters herein. In the event that the Company, atter
prompt application and diligent etTort, is unable to obtain any necessary consent, order, permit or
approval as aforesaid, or in the event that the Company is enjoined or prevented by lawful action
of any such public oftìcer or offcial body from constructing the said Extension, the Company's
sole obligation will be to repay to Applicant the said sum of One hundred five thousand eight
hundred six and 70/100 DOLLARS ($105,806.70).
This amount shall be the difference between the amount advanced and estimated expenses
incurred by the Company in conjunction with the main Extension and appurtenances which are
the subject of this Agreement.
9. It is further mutually understood and agreed that the mains and appurtenances within the
limits of the street, avenues, roads, ways or easement areas, whether or not attached to or serving
customers but constructed as par of the Extension shall be and remain the property of the
Company, its suCcessors and assigns. The Company shall have the right to extend any main
installed by it pursuant to the terms of this Agreement in or to other lands, streets, or avenues
without incurring any liability to Applicant whatsoever.
LO. Applicant agrees that before the commencement of work by the Company, he will
clearly indicate upon the ground by means of stakes or in some other equally positive manner the
exact lines and grades to which the street, highway, or land in which the said water pipes are to
be laid is to be finally built and that he will grade the said street, highway, or land so that it wil
be at all points within less than one (i) foot of the above finished grades before the Company
commences the work of installing the said water pipes. The Applicant also agrees to stake the
exact location and grade of all meter settings. The Company, however, shall not be required to
lay its pipes according to lines or grades of which it does not approve. And it is agreed that in
case of any time. prior to the dedication and acceptance as a public street or highway by the
Exwra P4G6to,.i
)~)) Ei B .
, PI 53 of 53
RESIDENTIAL, MU LTIPLE FAMILY HOUSING, COMMERCIAL, INDUSTRIAL, OR
MUNICIPAL DEVELOPMENT WATER MAIN EXTENSION AGREEMENT (continued)
Page 4
municipality of any street or highway under which water mains are laid in conformity with this
agreement it shall become necessary to change or move the said pipes or their appurtenances by
reason of any change or alteration in the lines or grades of the street, highway, or land in which
they are laid, then the expense of such change or moving of said pipes and their appurtenances,
and any other expense incidental thereto, shall be borne by Applicant.
I 1. It is agreed by Applicant that he wil not build at any time hereafter on, in or over the said
easement any structure, the construction or presence of which wil endanger or render ineffective
or diffcult of access the water pipes or appurtenances of the Company, or lay other pipes or
conduits within two (2') feet, measured horizontally, from the said water pipe except pipes
crossing same at right angles in which latter case a minimum vertical distance of eighteen (.l")
inches shall be maintained between the pipes. No excavation or blasting shall be carried on
which in any way endangers the said water pipes. Provided, however, that should the Applicant
wish to do so he may at his own expense provide a new location acceptable to the Company for
the said water pipes and the Company wil then move said water pipes and appurtenances to the
new location. The cost of moving and altering and any expenses incident thereto, shall be borne
by the Applicant. It is further understood and agreed that in case of any damage by Applicant or
caused by neglect of Applicant to the water pipes or their appurtenances, or other injuries to the
property of the Company in connection therewith, these facilities wil be repaired and brought to
proper grade by the Company or Company's contractor at Applicant's expense.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be signed by their
duly authorized offcers this . / til day of /VOV~ ,2007.
COMPANY
ATTEST:
UNITED W A T R IDAHO INC.
/ _.~--By .(- __
~~L~QL~~Its k1 ¡;y
,
I,! ):/; 1.,'
APPLICANT')
ByJ!~¿ i:) /J¿ 1/'¿1~ t~lJ
.7k(L cC ."_ ",\"~~'H';"",,, Its (ii! ~
,'. ,( ',111.. tti.q i' // ,t: ¡, ....../..' .,~.. ',i. /,.:: ,~'\ ."fI".ll ~ ~...."" ~'l:.. ~.. .... ~ ~.;' \ . .-:
:: :" NOTARY ":
:; ~ PUBLIC: _-. .--. ...- 8 ....-... -# ::~.. t.i. d1..~.".e. '"/' J "' ."'-'11 -'?~ Df \C ""',, \\\"1(""11\\ ExHllt8 PAG"OIt2
ATTEST:
EXHIBITC
TANGIBLE PROPERTY ITEMS
Distribution Systems:
Belmont Heights:
1,913' - 12" PVC Water Main and associated control valves
9,543' - 8" PVC Water Main and associated control valves
609' - 6" PVC Water Main and associated control valves
86 - 1" Domestic Services
21 - Fire Hydrants with associated laterals and valves
Lexington Meadows:
4,155' -12" PVC Water Main and associated control valves
26 - 1" Domestic Services
8 - Fire Hydrants with associated laterals and valves
Coventry Place (includes Charter Schools facilties):
4,804' - 12" PVC Water Main and associated control valves
1 ,489' - 8" PVC Water Main and associated control valves
319' - 6" PVC Water Main and associated control valves
39' - 2" PVC Water Main and associated control valves
16 - 1" Domestic Services
3 - 2" Domestic Services
2 - Fire services; 1-6" and 1-8"
6 - Fire Hydrants with associated laterals and valves
M&M:
1,195' -
465' -
500'-
24 -
4" PVC Water Main and associated control valves
3" PVC Water Main and associated control valves
2" PVC Water Main and associated control valves
Domestic Services
Brittania Heights (proposed):
5,650' - 12" PVC Water Main and associated control valves
2,045' - 8" PVC Water Main and associated control valves
250' - 4" PVC Water Main and associated control valves
34 - 1" Domestic Services
7 - Fire Hydrants with associated laterals and valves
Sources of Supply:
Belmont Heights:
Source of Supply# 1:
1 - Supply Well, 12" - 425 gpm. rated capacity
1 - Pitless Well Unit (Baker Monitor)
1 - Submersible pump, with 40 HP Motor, (Domestic) 5"-350 gpm rated capacity
1 - Variable Frequency Drive, Danfoss
1 - Tank, Sodium Hypochlorite, 110 gl. 38"x32"
1 - Pump, Electric Diaphragm, LMI, 1.0 GPH Hypochlorite
1 - Valve, PRV, 3"
1 - Meter, Magnetic Flow, Fisher& Porter, 3"
Mechanical Piping
Associated electrical equipment
Page 1 of 3
Exai... PAG 71 (W ti
EXHIBITC
TANGIBLE PROPERTY ITEMS
Source of Supply#2:
1 -16' x 32' Well House
1 - Generator, Power, Stationary, Katolight, 75 KW / Auxiliary power supply
1 - Supply Well, 14" - 800 gpm rated capacity
1 - Vertical Turbine Pump, with 150 HP Motor (Fire flow) 8"-1500 gpm rated capacity
1 - VFD Danfoss
1 - Tank, Sodium Hypochlorite, 110 gl. 38" x 22"
1 - Pump, Electric Diaphragm, LMI, 1.6 GPH Hypochlorite
1 - Valve, PRV, Pump Control, 6"
1 - Meter, Magnetic Flow, Fisher & Porter, 6"
Mechanical Piping
Associated electrical equipment
Communication. Control. and Telemetry Equipment; SPECIFICALLY EXCLUDED
1 - Interface Operator, RTU, Red Lion HM1085
1 - Brain RTU Opt022 Snap 3000 OPT1022
1 - Power Supply 12 Volt, DC, SEC, 02011-0797
1 - Power Supply 24 Volt, DC, Red Lion PS24085
1 - Power Supply RTU, 5 Volt DC,OPTO 22, Snap PS5-24DC OPT1 024
1 - Rack, Snap i/O with associated i/O Modules OPTO 22
1 - Controller RTU, OPTO 22, LCSX Plus, OPT1023
1 - Radio, Remote Digital 900 MHz Alligator MPR1888A 1040333
1 - Antenna, Radio, Vagi, 900 MHz
Coventry Place:
Source of Supply:
1 - 16' x 32' Well House
1 - Generator, Power, Stationary, Katolight, 75 KW / Auxilary power supply
1 - Supply Well, 18" - 1000 gpm rated capacity
1 - Submersible pump, with 15 HP Motor, (Domestic) 4"-250 gpm rated capacity
1 - Valve, PRV, 3"
1 - Meter, Magnetic Flow, Fisher& Porter, 4"
1 - Soft Start Unit (Baldor)
1 - Submersible Pump, with 125 HP Motor (Fire flow) 6"-1500 gpm rated capacity
1 - Valve, PRV, Pump Control, 6"
1 - Meter, Magnetic Flow, Fisher & Porter, 6"
1 - Soft Start Unit (Baldor)
1 - Tank, Sodium Hypochlorite, 45 gl. 36" x 24"
1 - Pump, Peristaltic G.H. Stenner 17 GPO Hypochlorite
Mechanical Piping
Associated electrical equipment
Communication. Control. and Telemetry Equipment; SPECIFICALLY EXCLUDED
1 - Interface Operator RTU, Red Lion, HMI085
1 - Brain RTU Opt022 Snap 3000 OPT1000
1 - Power Supply 12 Volt, DC, SECOTH454
1 - Power Supply 24Volt, DC, Red Lion, PS24085
1 - Power Supply RTU, 5Volt, DC, Opto 22 Snap PS5-24DC OPT2002
1 - Rack, Snap, i/O, with associated i/O Modules, OPTO 22
1 - Controller, RTU, OPTO 22, LCSX Plus, OPT1023
1 - Radio, Remote Digital, 900 MHz, Allgator MPR1888A, 940778
1 - Antenna, Radio, Vagi, 900 MHz
Page 2 of 3
EXHl... PAG72 OP 92
EXHIBITC
TANGIBLE PROPERTY ITEMS
M&M
Source of Supply:
1 -10' x 14' Well House
1 - Supply Well, 12" - 190 gpm rated capacity
1 - Submersible Pump, with 5 HP Motor, 2.5"- 75gpm rated Capacity
1 - Meter (McCROMETER) Propeller Flowmeter
6 - Pressure Tanks, Wellmate, 120 gl.
Mechanical Piping
Associated electrical equipment
Land:
Belmont Heights:
Well Lot
Associated Landscaping
Irrigation System
Coventry Place:
Well Lot
Associated Landscaping
Irrigation System
M&M:
Well Lot
Page 3 of 3
ExHl... PAG 73 OF t2
EXHIBITD
LEGAL DESCRIPTION OF THE REAL PROPERTY WELL LOTS
Coventry Place:
A parcel of land located in Canyon County, Idaho more particularly described as follows:
Lot 4, Block 1 of Coventry Place NO.1, as shown on the offcial plat thereof recorded in the
records of Canyon County, Idaho in Book 24, page 42; subject to that certin Deed of Easement
recorded in Canyon County, Idaho on July 23, 1990 as Instrument No. 9013483.
Belmont Heights:
A parcel of land located in the SE 1/4 of Section 20, Township 3 North, Range 1 West, Boise
Meridian, Canyon County, Idaho more particularly described as follows:
Lot 4, Block 1 of Belmont Heights Subdivision as recorded in the real propert records of Canyon
County, Idaho, Book 30, page 19, Instrument No. 200143935.
M&M:
Well Lot No. 1 in Block 4, and Well Lot No.2 in Block 1, of M&M Mountain View Acres located in
the Southwest % of the Northwest % of Section 8, Township 2 North, Range 1 West, Boise
Meridian and recorded in Book 11 of Plats at Page 13, records of Canyon County, Idaho.
ExIl. PAG ,. OF t2
EXHITE
PERMTTED EXCEPTIONS
Ex. PAC 75 01 ti
M&M MOUNTAI VIW ACRES
Ex... PAr 7l OF ti
COMMTMENT FOR TILE INSURCE
SCHEULED
Partn
Fie No.: 7056104
Schednle B of the policy or policies to be insured will conta exceptions to the following matters nnles the
same are disposed of to the satisfaction of the Company:
1. Taxes or assessments which ar not shown as existing liens by the records of any tag authority that
levies taes or assessments on real propert or by the Public Records. Prodings by a public agency
which may result in taes or assessments, or notices of such prceedigs, whether or not shown by the
reords of such agency or by Public Records.
2. Any facts, rights, interests, or clai which are not shown by the Public Records, but which could be
ascertned by an inspetion of the Lad or by mag inquir of persons in posession thereof.
3. Easements, liens, or encumbrances, or clai thereof, which are not shown by the Public Records.
4. Any encroachment, encumbrce, violation, varation, or adverse circumtace afecting the Title that
would be disclosed by an accurte and complete land surey of the Lad and not shown by the Public
Records.
5. (a) Unpatented minig clai; (b) reservations or exceptions in patents or in Acts authorizing the
issuance thereof; (c) water rights, clai, or title to water, whether or not the mattrs excepted under
(a), (b), or (c) ar shown by the Public Record.
6. Any lien or right to a lien for services, labor, or material heretofore or herafr fushed, imposed by
law and not shown by the Public Records.
7. Any servce, instaation, connection, maintenace or constrction charges for Sewer, Water,
Electrcity. or Garbage collection or disposal or other Utilities uness shown as an existing Lien by the
Public Records.
8. Defects, liens, encumbraces, adverse clais or other matte, if any create, fit appearg in the
Public Records or attched subsequent to the effective date herof but pror to the date the proposed
insured acqui of reord for value the Estate or interest or Mortgage theron covered by ths
conutment.
Pargrphs 1-8 wi not appear as prited exceptions on Extended coverage Policies, except as to such
par thereof which may be tyed as a Speial Exception in Schedule B, Section 2.
9. Genera taes for the Year 207, a Lien not yet due and payable. Project 2007 tax assessments
may be signcantly higher.
File No.: 7056104
00G ALTA Commitment (611710) - Schedule B n
Page I of3 st~tie guar compa
Ex8I. PAG 77 01 t2
COMMNT FOR TILE INSURCE
SCHEDULER
Partfi
10. General taes for the Year 200, which ar a Lien;
Orginal Amount : $.00 Paid
Homeowner's
Exemption: No
Code Ara : 98-00
Tax Parl
Num~ : R2147010 0
11. General Taxes which may be assessed and extended on any "subsequent" or "occupancy" Tax Roll for
the curent tax year and prvious ta years with repet to improvements completed durng curent and
previous year which may escape assessment of the regular Tax Roll; which ar a Lien not yet due or
payable.
12. Water rights, clai or title to water.
13. Unpatented minig clais; reservations or exceptions in patents or in acts authorizig the issuance
thereof.
14. Sewer charges and Special Assessments powers of the City of Nampa. No seah has ben made.
15. Liens and Assessments of the Nampa-Merdian Irgation Distrct, and the rights, powers and
easeents of said Distrct as by law provided. No search has been made.
16. Easements, reserations, retrctions and dedications, if any, as shown on the offcial plat of said
subdivision.
17. Ditch, road and public utility easements as the sae may exit over said premies.
18. An easement and the term and conditions therof; in favor of: Idao Power Company, purose:
Power lines and incidental purose, and reorded: October 24, 1967 as Instrent No. 601299 and
re-recorded July 13, 1971 as Instrent No. 66216, records of Canyon County, Idaho.
19. Prtective Covenants, Conditions and Restrctions, and/or easements, and other mattrs imposed by
Intrent recorded Febrar 27, 1974 as Instrent No. 723946, recors of Canyon County, Idaho.
But omittg any Covenants, Condition or Restrction, if any, basd on Race, Color, Religion, Sex,
Hadicap, Famal status or National Origin unless and only to the extent that the Covenant,
Condition or Restrction (a) is exempt under Title 42 of the United States Code, or (b) relates to
Handicap, but does not discrminate against hadicapped persons.
Modification(s) of said Covenants, Conditions, and Restrctions in an Instrent recorded: June i 1,
1982, as Instrment No. 949418, records of Canyon County, Idaho.
File No.: 7056104
00G ALTA Commitment (611710) - Schedule B n
Page2of3 st~tie gua compa
EXHIIl. PAG" or 91
COMMITMENT FOR TITE INSURCE
SCBEULEB
PartD
20. Ths Company wil requir the following to insure a conveyance or loan from the entity named below:
United Water of Idaho, Inc.
a. A copy of the Cororation By-Laws or Arcles.
b. An origial or certed copy of the Resolution authorizig the subject traction.
21. Ths Company wi requie the following to insure a conveyance or loan frm the entity named below:
City of Nampa
a. A copy of the Cororation By-Laws or Arcles.
b. An original or certfied copy of the Resolution authorizig the subject transaction.
22. Questions of surey, discrepancies, confct in boundar lines, shortge in area, encroachments, or
any other facts which a correct surey would disclose, rights of pares in possession, material or labo
Liens, disposition of which wil be determned by our inspection of the prses.
Note: A general index seach of the county records for liens and judgments has been performed on the
names of the pares and none were found other than what is shown in Schedule B herin.
End of Exceptions
Note: for a new Dee of Trust, the Trute should appear as fonows:
Stewar Title
Your Title Offcer for ths transaction is: Scott Brown who can be reached at: Stewar Title of Boise, Inc.
(Emerald Offce) at [phone], and whose e-mail addressis:sbrownCßstewar.com. Your "Escrow
Offcer" is: Title Only who can be reached at 208-373-0009 or 1-800573-3310. If you have any
questions, please do not hesitate to cal us.
FIe No.: 7056 i 04
00G ALTA Commitment (611710) - Schedule B D
Page 3 of3 st~tI gua comp
Ex. PAG" 01 t2
BELMONT HEIGHTS.
I:m. PAG. 01 t2
COMMNT FOR TIE INSURCE
SCHEDULEB
PartTI
Fie No.: 7056098
Schedule B of the policy or policies to be inured will contan exceptions to the followig matters unles the
same are disposed of to the satifacton of the Company:
1. Taxes or assessments which ar not shown as existig liens by the reords of any tang authority that
levies taxes or assessments on real prper or by the Public Records. Preedngs by a public agency
which may reult in taes or assessments, or notices of such proceedgs, whether or not shown by the
records of such agency or by Public Records.
2. AJy facts, rights, interets, or claims which ar not shown by th Public Records, but which could be
ascertned by an inspection of th Land or by makng inqui of persons in possession thereof.
3. Easements, liens, or encumbraces, or clais thereof, which ar not shown by the Public Records.
4. AJy encroachment, encumbrace, violation, varation, or adverse cirtace afectig the Title tht
would be disclosed by an accurte and complete land surey of the Land and not shown by the Public
Records.
5. (a) Unpatente mig clais; (b) reervations or exceptions in patents or in Acts authorizig the
issuance thereof; (c) water rights, clai, or title to water, whether or not the matters excepted under
(a), (b), or (c) ar shown by the Public Records.
6. Any lien or right to a lien for sece, labor, or material heretofore or here fushed, imposed by
law and not shown by the Public Records.
7. Any serce, instalation, connecton, mantenance or constrction charges for Sewer, Water,
Electrcity, or Garbage collection or disposal or other Utities unless shown as an existig Lien by the
Public Records.
8. Defects, liens, encumbrances, adverse claims or other matters, if any crate, fist appearng in the
Public Records or attahed subsequent to the effective date hereof but prior to the date the proposed
insured acqre of reord for value the Estate or interest or Mortgage theren covered by this
commtment.
Pargrphs 1-8 will not appear as prited exceptions on Extended coverage Policies, except as to such
pars thereof which may be ty as a Special Exception in Schedule B, Section 2.
9. Genera taes for the Year 2007, a Lien not yet due and payable. Prjectd 2007 ta assesents
may be signcantly higher.
File No.: 705608
00G ALTA Commitmt (6117/06) -ScheduleB n
Page i of3 st~tiue gu copa
Ex... PMZ'.. ti
COMMENT FOR TILE INSURACE
SCHDULEB
Partll
10. General taes for the Year 2006. which are a Lien;
Original Amount : $.00 Paid
Homeowner's
Exemption: No
Code Area: 010-00
Tax Parl
Number : R30569103 0
11. Genera Taxes which may be assessed and extended on any "subseuentU or uoccupancyU Tax Roll for
the curent tax yea and previous tax years with repet to improvements completed durng cunt and
previous year which may escape assessment of the regular Tax Roll; which are a Lien not yet due or
payable.
12. Water rights, clai or title to water.
13. Unpatented minig clai; reservations or exceptions in patents or in acts authorizig the issuance
theref.
14. Sewer charges and Special Assessments powers of the City of Nama. No search has ben made.
15. Liens and Assessments of the Nampa Merdian Irgation Distrct, and the rights, power and
easements of sad Distrct as by law provided. No search has been made.
16. Liens and Assessments of the Nampa Muncipal Irgation Distrct. and the rights, powers and
easements of said Distrct as by law provided. No search has been made.
17. Easements, reerations, retrctions and dedications, if any, as shown on the offcial plat of said
subdivision.
18. Right of way for Ridenbaugh Canal.
19. Prtective Covenants. Conditions and Restrctions, and/or easments. and other matter imposed by
Instrent record October 23, 2001 as Instrent No. 200143936, records of Canyon County,
Idaho.
But omittng any Covenants, Condition or Restrcton, if any, base on Race, Color, Religion, Sex,
Handicap, Famal statu or National Origi uness and only to the extent that the Covenant,
Condition or Restrction (a) is exempt under Title 42 of the United States Code. or (b) relate to
Handicap, but does not discrnate against handicapped persons.
20. Liens. levies and assessments of the Belmont Heights Homeowners Association. No search ha been
made.
File No.: 7056098
00CG ALTA Communt (611710) - Schedule B D
Page 2 of3 st~tI guar co
J:... PAG 12 01 92
COMMENT FOR TITLE INSURACE
SCHDULEB
Partn
21. A Road Easement and Maintenance Agrement, and the terms and conditions contained threin;
By : Lace Thueson and Janel Thueson, husband and wie
Recorded: April 25, 2002 as Instrent No. 20018934, records of Canyon County, Idaho.
22. An easement and the terms and conditions therf; in favor of: Unitee Wate Idaho. Inc., purose:
Access, Utility and Distrbution, and recorded: June 19.200 as Instrent No. 200227645, rerds of
Canyon County. Idaho.
23. Ths Company wil requie the followig to insur a conveyace or loan frm the entity named below:
United Water Idao, Inc.
a. A copy of the Cororation By-Laws or Arcles.
b. An orginal or certed copy of the Resolution authoring the subject traction.
24. This Company wil reui the following to insur a conveyace or loan frm the entity named below:
City of Nampa
a. A copy of the Cororation By-Laws or Arcles.
b. An origial or certified copy of the Resolution authorizing the subject traction.
25. Questions of surey, discrpancies, confcts in boundar lies, shorge in ara. encroachments, or.
any other facts which a corrct surey would disclose, rights of pares in possession, materal or labor
Liens, disposition of which wi be determned by our inspection of the premise.
Note: A genera index searh of the county records for liens and judgments has ben peormed on the
names of the pares and none were found other than what is shown in Schedule B herein.
End of Exceptions
Note: for a new Deed of Trut, the Trstee should appear as follows:
Stewar Title
Your Title Offcer for ths trsaction is: Scott Brown who can be reched at: Stewar Title of Boise, Inc.
(Emerad Offce) at [phone], and whose e-mail address is: sbrown CW stewar. com. Your "EsowOffcet' is: Title Only who can be reached at 208-373.. or 1-800-573-3310. If you have any
questions, please do not hesitate to cal us.
File No.: 7056098
00G ALTA Cotment (617/0-SchcdulcB n
Page 3 of3 st~tl gua co
ExIl. PAG 13 01 t2
COVENTRY PLACE
i:aI. PMa" cwti
COMMITNT FOR TIE INSURACE
SCBEULEB
PartD
File No.: 7056094
Schedule B of the policy or policies to be insured will contan exceptions to the followi matters unes the
same are disposed of to the satiaction of the Company:
1. Taxes or assessments which are not shown as existing liens by the records of any tag authority that
levies taxes or assessments on real propert or by the Public Records. Predings by a public agency
which may result in taxes or assessments, or notice of such proceedgs, whether or not shown by the
records of such agency or by Public Records.
2. Any facts, rights, interests, or claims which ar not shown by the Public Records, but which could be
ascertned by an inspection of the Lad or by makng inqui of persons in possession therof.
3. Eaments, liens, or encumbraces, or clai therof, wluch ar not shown by the Public Records.
4. Any encroachment, encumbrce, violation, varation, or adverse circumstace afecting the ntle that
would be disclosed by an accurte and complete land survey of the Land and not shown by the Public
Records.
5. (a) Unpatented mining claims; (b) reerations or exceptions in patents or in Acts authonzng the
issuance thereof; (c) wate rights, clai, or title to water, whether or not the matters excepted under
(a), (b), or (c) ar shown by the Public Records.
6. Any lien or right to a lien for servces, labor, or material heretofore or herafer fushed, imposed by
law and not shown by the Public Records.
7. Any service, installtion, connection, maitenance or constrction charges for Sewer, Wate,
Electrcity, or Gabage collection or disposa or other Utities unles shown as an exsting lien by the
Public Records.
8. Defects, liens, encumbrances, adverse clai or other matte, if any created, fist appearg in the
Public Records or attched subseuent to the effective date hereof but prior to the date the prposed
inurd acquires of record for value the Estate or interest or Mortgage thereon covere by ths
commtment.
Paragrphs 1-8 will not appear as printed exceptions on Extended coverage Policies, except as to such
par thereof which may be tyed as a Speial Exception in Schedule B, Section 2.
9. Genera taxes for the Year 2007, a lien not yet due and payable. Projected 200 tax asents
may be signcantly higher.
File No.: 705609
00G ALTA Commitment (611710) - Sc1iule B n
Page 1 of3 st~title gu compa
r. a PAÆ8 or t2
COMMNT FOR TITLE INSURACE
SCHEULEB
PartD
10. General taxes for the Year 2006, which are a Lien;
Origial Amount : $.00 Paid
Homeowner's
Exemption: No
Code Ar : 208-00
Tax Parcel
Number : R8162703 0
11. Genera Taxes which may be assessed and extended on any "subsequent" or "occupancy" Tax Roll for
the current tax yea and previous ta years with repet to imprvements completed durg curnt and
previous year which may escape assessment of the regular Tax Roll; which are a Lien not yet due or
payable.
12. Water rights, claims or title to water.
13. Unpatented minig clai; reerations or exceptions in patents or in acts authonzg the issuance
theref.
14. Sewer charges and Specal Assessments powers of the City of Nampa. No seach has been made.
15. The effect and conditions contaned in that cert Nampa Merdian Irgation Distct Resolution for
Order of Exclusion, wher subject propert is excluded fr the Assessment Rolls of said Distrct for
puroses of irgation only, but not for drainage or the easement rights of said Distrct; reorde:
Sept,ember 13, 1999, as Intrment No. 9936728, records of Canyon County, Idao.
16. Easements, reservations, restrctions and dedcations, if any, as shown on the offcial plat of said
subdivision.
17. Protective Covenants, Conditions and Restrctions, and/or eaments, and other mattrs imposed by
Instrment rerded October 1, 1998 as Intrent No. 9836556, records of Canyon County, Idao.
But omittg any Covenants, Condition or Restrction, if any, basd on Race, Color, Religion, Sex,
Handicap, Famlial status or National Origin unless and only to the extent tht the Covenant,
Condition or Restrction (a) is exempt under Title 42 of the United States Cope, or (b) relate to
Handicap, but does not discriate agaist handicapped persons.
18. Liens, levies and assessments of the Coventr Place Homeowner Association. No seach has been
made.
19. Ths Company wil reuire the following to insure a conveyance or loan from the entity named below:
City of Nampa
File No.: 70560
00G ALTA Commitmnt (6/17106) - Schule B n
Page 2 of3 st~till gu comp
Ex. 'AG" or"
COMMITMENT FOR TIE INSURNCE
SCHDULEB
Partn
a. A copy of the Corporation By-Laws or Arcles.
b. An origial or certed copy of the Resolution authonzing the subject traction.
20. Ths Company wil reui the followig to insur a conveyance or loan from the entity naed below:
United Water Idaho
a. A copy of the Corporation By-Laws or Arcles.
b. An onginal or certfied copy of the Resolution authorizig the subject tranaction.
21. Questions of surey, discrpancies. confcts in boundar lies, shorge in ar, encroachmnts, or
any other facts which a correct surey would disclose, rights of pares in possession, mateal or labor
Liens, disposition of which wil be determned by our inspetion of the premises.
Note: A genera index search of th county records for liens and judgments has been peored on the
names of the pares and none were found other than what is shown in Schedule B herein.
End of Exceptions
Note: for a new Deed of Trut. the Truste should appear as follows:
Stewar Title
Your Title Ofcer for ths tranaction is: Scott Brown who ca be reached at: Stewar Title of Boise, Inc.
(Eerald Offce) at [phone], and whose e-mail addrssis:sbrowntWstewar.com. Your "Esrow
Offcet' is: Title Only who can be reached at 208-373-009 or 1-800573-3310. If you have any
questions, please do not hesitate to cal us.
File No.: 705604
00G ALTA Commitment (611710) - Schedule B n
Page30f3 st~ti guar co
ExIl. 'ÀQ 17 or ti
EXHIBITF
ASSIGNMENT AND ASSUMPTION OF AGREEMENTS
THIS ASSIGNMENT AND ASSUMPTION OF AGREEMENTS is made by and
among UNITED WHATER IDAHO INC., an Idaho corporation (hereinafter referred to
as "United Water" or "Assignor") and THE CITY OF NAMPA, an Idaho municipal
corporation (hereinafter referred to as "Nampa" or "Assignee").
RECITALS
A. Contemporarly with the execution of this ASSIGNMENT AND
ASSUMPTION OF AGREEMENTS, United Water and Nampa have executed that
certin AGREEMENT FOR PURCHASE AND SALE (hereinafer referred to as the
"Sale Agreement") whereby United Water has agreed to convey and Nampaa has agreed
to purchase the Domestic Water Systems described therein.
B. United Water has previously entered into two RESIDENTIAL OR
MULTIPLE FAMILY HOUSING NON-CONTIGUOUS WATER SYSTEM
AGREEMENTs ("Non-Contiguous Agreements"); one with Coventr Development, Inc.
dated December 7, 1998, and one with Thueson Constrction and Development dated
August 1,2002. United Water desires to assign and Nampa desires to assume United
Water's obligations under the Non-Contiguous Agreements. United Water has also
previously entered into five RESIDENTIAL, MULTIPLE F AMIL Y HOUSING,
COMMERCIAL INDUSTRIAL OR MUNICIPAL DEVELOPMENT WATER MAIN
EXTENSION AGREEMENTS; one with Nampa Charer School dated June 28, 2002
("School Agreement"); one with Triple Crown Development, LLC dated October 4, 2003
("Belmont 3 Agreement"); one with Lexington Meadows LLC dated March 14, 2006
("Lexington Meadows Agreement"); one with Patriot Capital, LLC dated September 6,
2007 ("Britta Agreement"); and one with Victory Charer School dated November 19,
2007 ("Victory Agreement"). United Water desires to assign and Nampa desires to
assume United Water's obligations under the School Agreement, the Belmont 3
Agreement, the Lexington Meadows Agreement, the Brittania Agreement, and the
Victory Agreement. The Non-Contiguous Agreements, the School Agreement, the
Belmont 3 Agreement, the Lexington Meadows Agreement, the Brittania Agreement, and
the Victory Agreement are all attached to the Sale Agreement as Exhibit B. The
Agreements contaned in Exhibit B are herein collectively referred to as "The
Agreements. "
ASSIGNMENT AND ASSUMPTION
NOW, THEREFORE, in consideration of the foregoing recitals and of the terms,
conditions and mutul covenants contained in the Sale Agreement:
1. ASSIGNMENT
United Water hereby assigns, sells and sets over to Nampa all of its right title and
interest in and to The Agreements.
Page 1 of2
bai.. B PAG. Of 92
EXHIBITF
ASSIGNMENT AND ASSUMPTION OF AGREEMENTS
2. ASSUMPTION
Nampa hereby assumes and covenants to perform all of the obligations of United
Water under The Agreements and guartees to hold United Water harless from any
claims or demands made under The Agreements arsing after the date hereof.
3. WARNTY OF UNITED WATER
Vnited Water represents and warants that it is not in breach of The Agreements
that all payments required to be made as of the date hereof have been made.
IN WITNESS WHEREOF, the undersigned have executed this ASSIGNMENT AND
ASSUMPTION OF AGREEMENTS as of the respective dates set fort below, effective
as of
ASSIGNOR:
UNITED WATER IDAHO INC.
An Idaho Corporation
By:
Title:
Date:
ASSIGNEE:
CITY OF NAMPA
A Municipal Corporation
By:
Title:
Date:
Page 2 of2
Ex... 'AG" OF t2
EXHIBITG
BILL OF SALE
United Water Idaho Inc., an Idaho corporation, whose address is 8248 West Victory
Road, Boise, Idaho 83709 ("Sellet'), for valuable consideration, the receipt and suffciency of
which are hereby acknowledged, does hereby sell, assign, transfer, and set over to City of
Nampa, whose address is 411 3rd Street South, Nampa, Idaho 83651 ("Buyer"), the following
property described on Exhibit A, attched hereto and made a part hereof (the "Propert").
Seller hereby represents and warrants to Buyer that Seller is the absolute owner of the
Propert, that the Propert is free and clear of liens, charges and encumbrances, that Seller shall
defend the same from all claims whatsoever, and that Seller has full right, power and authority to
sell said Propert and to make this Bil of Sale; provided, however, Seller has neither made nor
makes any warranties, whether expressed or implied, concerning the condition of the Propert,
and Buyer takes and receives the Propert "AS IS," "WHERE IS," with "ALL FAULTS."
IN WITNESS WHEREOF, Seller has signed this Bil of Sale this _ day of
,20_.
UNITED WATER IDAHO INC.,
an Idaho corporation
By:
Gregory P. Wyatt, Vice President
Exam. PAC" Of t2
EXHIBIT H
After recording send to:
United Water Idaho Inc
P.O. Box 190420
Boise, Idaho 83719-0420
Attn: Greg Wyatt
FOR RECORDING INFORMATION
WARRANTY DEED
United Water Idaho Inc., an Idaho corporation, hereinafter referred to as "Grantor," for
valuable consideration, the receipt and suffciency of which are hereby acknowledged, does
hereby grant, bargain, sell, convey, and warrant unto the City of Nampa, an Idaho municipal
corporation, hereinafter referred to as "Grantee," whose address is 411 3rd Street South, Nampa,
Idaho 83651, the real propert located in Canyon County, Idaho, more particularly described as
follows, hereinafter referred to as the "Premises."
Coventry Place:
A parcel of land located in Canyon County, Idaho more particularly described as follows:
Lot 4, Block 1 of Coventry Place No.1, as shown on the offcial plat thereof recorded in
the records of Canyon County, Idaho in Book 24, page 42; subject to that certin Deed of
Easement recorded in Canyon County, Idaho on July 23, 1990 as Instrument No.
9013483, including all ground water and ground water rights, pumps, buildings, sources
of supply, and other improvements in connection with such groundwater and groundwater
rights, and sources of supply; and excluding surface water and surfce water rights, ditch
and ditch rights, minerals and mineral rights, and irrigation equipment.
Belmont Heights:
A parcel of land located in the SE 1/4 of Section 20, Township 3 North, Range 1 West,
Boise Meridian, Canyon County, Idaho more particularly described as follows:
Lot 4, Block 1 of Belmont Heights Subdivision as recorded in the real propert records of
Canyon County, Idaho, Book 30, page 19, Instrument No. 200143935, including all
ground water and ground water rights, pumps, buildings, sources of supply, and other
improvements in connection with such groundwater and groundwater rights, and sources
of supply; and excluding surfce water and surfce water rights, ditch and ditch rights,
minerals and mineral rights, and irrigation equipment.
M&M:
Well Lot No. 1 in Block 4, and Well Lot No. 2 in Block 1, of M&M Mountain View Acres
located in the Southwest % of the Northwest % of Section 8, Township 2 North, Range 1
West, Boise Meridian and recorded in Book 11 of Plats at Page 13, records of Canyon
County, Idaho, including all ground water and ground water rights, pumps, buildings,
sources of supply, and other improvements in connection with such groundwater and
groundwater rights, and sources of supply; and excluding surface water and surfce
water rights, ditch and ditch rights, minerals and mineral rights, and irrigation equipment.
TO HAVE AND TO HOLD the Premises, together with its tenements, hereditaments and
appurtenances thereto belonging or in any way appertaining, the reversion and reversions,
remainder and remainders, rents, issues and profits thereof, including, without limitation, all water
and water rights, ditches and ditch rights, water storage rights, the right to ground water, middle
rights, easements, and rights of way, unto Grantee and Grantee's heirs, successors and assigns
Pag 1 of 2
Exøa. PAG '1 OF t2
EXHIBIT H
forever. And Grantor does hereby covenant to and with Grantee that Grantor is the owner in fee
simple of the Premises; that the Premises are free from all liens, claims and encumbrances, and
that Grantor shall warrant and defend the same from all claims whatsoever.
IN WITNESS WHEREOF, the undersigned have caused their names to be hereuntoascribed this _ day of , 20_"
UNITED WATER IDAHO INC.,
an Idaho corporation
By:
Gregory p" Wyatt, Vice President
Page 2 of2
Ex... PAC ti OEti
United Water Idaho
Proposed Journal Entry to Record City of Nampa Sale
Assumes Closing as of July 31,2008
Account
UNITED WATER IDAHO Number Debit Credit
Advanced Plant- Reverse original cost plant; book
amount of advance liability; and accum depr on refunds
Plant in Service 101-00 $531,253
Advances for Construction 252-00 $456,853
Accumulated Depreciation of refunds 108-10 $10,865
Accumulated Depreciation of Company betterment 108-10
Net Company Investment 101-00 $63,535
Sub-Total Advanced Plant $531,253 $531,253
Contributed Plant- Reverse original cost plant; CIAC;
and amortization of CIAC
Plant in Service 101-00 $740,264
Contributions in Aid of Construction 271-00 $740,264
Accumulated Depreciation 108-10 $52,301
Accumulated Amortization of CIAC 272-00 $52,301
Sub-Total Contributed Plant $792,565 $792,565
Miscellaneous Plant & Other:
PIS Meters & Auxiliary Power, CWIP, M&M Investment 101-00 $676,194
Accumulated Depreciation 108-10 $10,515
Uranium Mitagation Study 107-00 $54,847
Contributions in Aid of Construction 271-00 $597,772
Net Company Investment 101-00 $122,754
Sub-Total Miscellaneous Plant & Other $731,041 $731,041
Accounting of Proceeds:
Cash 131-00 $245,000
Total UWID Investment as of July 31, 2008 101-00 $186,289
Reimbursement of Legal & IPUC Filng Expenses 912-00 $7,800
Gain on Sale 712-00 $50,911
Sub-Total Accounting of Proceeds $245,000 $245,000
$2,299,859 $2,299,859Grand Total Debits and Credits
EXHIBIT - C
Belmont and Lexigton Meadows Customer Notice letter
Month Day, 2008
Dear United Water Customer:
United Water Idaho has owned and operated the domestic water system in the
Belmont area since 2002. Recently, United Water and the City of Nampa entered into
an agreement enabling the City of Nampa to purchase the domestic water system from
United Water. We anticipate that the sale would be complete during the fourth
quarter of this year. Thereafter, the City's municipal water system will be connected
to the Belmont system. There, of course, should be no disruption of water service to
you.
United Water believes the sale, and subsequent operation of the system by Nampa,
will be beneficial for these reasons:
. Nampa has adequate source of supply and operational capabilty to provide
safe and reliable water servce to the area.
. Connection of Nampa's distribution system to the Belmont domestic water
system will provide a new source of supply that is free of uranium which
has been detected in the Belmont system wells at levels which slightly
exceed federal requirements. The interconnection should also improve fire
protection flows.
Because United Water is regulated by the Idaho Public Utilties Commission, United
Water has fied an Application with the Commission for approval of the sale. A
complete copy of the proposal is available at the Commission's office at 472 West
Washington Street, Boise, Idaho. It is also available on-line at the Commission's
website: http://www . puc. idaho. gov /internet! cases/ summary/water. html
You can also fie a comment on the Application via the Commission's website at:
http://www . puc. idaho. gov /forms/ipuc1 /ipuc. html
Or mail comments to:
Idaho Public Utilties Commission
P.O. Box 83720
Boise, Idaho 83720-0074.
Sincerely,
United Water Idaho
EXHIBIT - D
Page 1 of 2
Coventr and M&M Customer Notice Letter
Month Day, 2008
Dear United Water Customer:
United Water Idaho (United Water) owns and operates the domestic water system that
provides your public water supply. Recently, United Water and the City of Nampa
entered into an agreement enabling the City of Nampa to purchase the domestic water
system from United Water. We anticipate that the sale would be complete during the
fourth quarter of this year. Thereafter, the City's municipal water department will be
responsible for providing your water service and biling. There, of course, should be
no disruption of water servce to you.
United Water believes the sale, and subsequent operation of the system by Nampa,
will be beneficial to you because Nampa has adequate resources and operational
capabilty to provide safe and reliable water servce to you, and they are in closer
proximity to you as well.
Because United Water is regulated by the Idaho Public Utilties Commission, United
Water has fied an Application with the Commission for approval of the sale. A
complete copy of the proposal is available at the Commission's office at 472.west
Washington Street, Boise, Idaho. It is also available on-line at the Commission's
website: http://www.puc. idaho.gov /internet! cases/summary/water.html
You can also file a comment on the Application via the Commission's website at:
http://www.puc.idaho.gov/forms/ipuc1 /ipuc.html
Or mail comments to:
Idaho Public Utilties Commission
P.O. Box 83720
Boise, Idaho 83720-0074.
Sincerely,
United Water Idaho
EXHIBIT - 0
Page 2 of2